Aggregate Minimum Claims. 10.3.1 The Seller shall not be liable under this Agreement for breach of any Seller’s Warranty (other than any Tax Warranty) in respect of any claim unless the aggregate amount of all claims for which the Seller would otherwise be liable under this Agreement for breach of any Seller’s Warranty (disregarding the provisions of this Clause 10.3) exceeds 1 per cent of the Headline Amount. 10.3.2 Where the liability agreed or determined in respect of all claims exceeds 1 per cent of the Headline Amount, the Seller shall be liable for the aggregate amount of all claims as agreed or determined and not just the excess. 10.3.3 For the avoidance of doubt, the Purchaser may give notice of any single claim in accordance with and for the purposes of Clause 10.1 above, irrespective of whether, at the time the notice is given, the amount set out in Clause 10.3.1 has been exceeded.
Appears in 3 contracts
Samples: Sale and Purchase Agreement (Glaxosmithkline PLC), Sale and Purchase Agreement (Novartis Ag), Sale and Purchase Agreement (Novartis Ag)
Aggregate Minimum Claims. 10.3.1 11.4.1 The Seller shall not be liable under this Agreement or any Local Transfer Document for breach of any Seller’s Warranty (other than any Tax Warranty) in respect of any claim unless the aggregate amount of all claims for which the Seller would otherwise be liable under this Agreement or any Local Transfer Document for breach of any Seller’s Warranty (disregarding the provisions of this Clause 10.311.4) exceeds 1 one per cent cent. of the Headline AmountPrice.
10.3.2 11.4.2 Where the liability agreed or determined in respect of all claims exceeds 1 one per cent cent. of the Headline AmountPrice, the Seller shall be liable for the aggregate amount of all claims as agreed or determined and not just the excess.
10.3.3 11.4.3 For the avoidance of doubt, the Purchaser may give notice of any single claim in accordance with and for the purposes of Clause 10.1 above11.2, irrespective of whether, at the time the notice is given, the amount set out in Clause 10.3.1 11.4.2 has been exceeded.
Appears in 2 contracts
Samples: Share and Business Sale Agreement (Glaxosmithkline PLC), Share and Business Sale Agreement (Novartis Ag)
Aggregate Minimum Claims. 10.3.1 10.4.1 The Seller shall not be liable under this Agreement or any Local Transfer Document for breach of any Seller’s Warranty (other than any Tax Warranty) in respect of any claim unless the aggregate amount of all claims for which the Seller would otherwise be liable under this Agreement or any Local Transfer Document for breach of any Seller’s Warranty (disregarding the provisions of this Clause 10.310.4) exceeds 1 one per cent cent. of the Headline AmountPrice.
10.3.2 10.4.2 Where the liability agreed or determined in respect of all claims exceeds 1 one per cent cent. of the Headline AmountPrice, the Seller shall be liable for the aggregate amount of all claims as agreed or determined and not just the excess.
10.3.3 10.4.3 For the avoidance of doubt, the Purchaser may give notice of any single claim in accordance with and for the purposes of Clause 10.1 above10.2, irrespective of whether, at the time the notice is given, the amount set out in Clause 10.3.1 10.4.2 has been exceeded.
Appears in 1 contract
Samples: Share and Business Sale Agreement (Glaxosmithkline PLC)