Contingent Liabilities. The Seller shall not be liable for any Claim or Tax Warranty Claim in respect of any liability which is contingent unless and until such contingent liability becomes an actual liability and is due and payable.
Appears in 5 contracts
Samples: Second Share Purchase Agreement (Brinks Co), Share Purchase Agreement (Brinks Co), Share Purchase Agreement (Brinks Co)
Contingent Liabilities. The Seller shall not be liable for any Claim or Tax Warranty Claim under this Agreement in respect of any liability which is contingent unless and until such contingent liability becomes an actual liability and is due and payable.
Appears in 2 contracts
Samples: Stock Purchase Agreement (MULTI COLOR Corp), Share Purchase Agreement (Optibase LTD)
Contingent Liabilities. The Seller shall not be liable for any Claim or Tax Warranty Claim in respect of any liability which is contingent unless and until such contingent liability becomes an actual liability and is due and payable.
Appears in 1 contract
Contingent Liabilities. The Seller shall not be liable for any Claim or Tax Warranty Claim in respect of any liability which is contingent unless and until such contingent liability becomes an actual liability and is due and payable.
Appears in 1 contract
Samples: Share Sale Agreement
Contingent Liabilities. The Seller shall not be liable for any Claim or (other than a Tax Warranty Claim Deed Claim) in respect of any liability which is contingent unless and until such contingent liability becomes an actual liability and is due and payable, but this Clause 11.5 shall not operate to avoid, or exonerate the Seller in respect of, a Claim made in respect of a contingent liability within the relevant time limit specified in Clause 11.1.
Appears in 1 contract
Samples: Sale and Purchase Agreement (TerraForm Power, Inc.)
Contingent Liabilities. The Seller Sellers shall not be liable for any Claim or Tax Warranty Claim in respect of any contingent liability which is contingent in relation to any Claim unless and until such contingent liability becomes an actual liability and is due and payable.
Appears in 1 contract
Contingent Liabilities. The Seller shall not be liable for any Claim or Tax Warranty Further Claim in respect of any liability which is contingent unless and until such contingent liability becomes an actual liability and is due and payable.
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Contingent Liabilities. The Seller Sellers shall not be liable for any Claim or Tax Warranty Claim in respect of any liability which is contingent unless and until such contingent liability becomes an actual liability and is due and payablepayable and subject always to the terms, conditions and limitations set forth in this Agreement.
Appears in 1 contract
Samples: Share Purchase Agreement
Contingent Liabilities. The Seller shall not be liable for any Claim or Tax Warranty Claim in respect of any liability Claim which is contingent unless and until such contingent liability liabilities becomes an actual liability and is due and payable.
Appears in 1 contract
Samples: Sale and Purchase Agreement
Contingent Liabilities. The Seller shall not be liable for any Claim or Tax Warranty Claim in respect of any Losses relating to any actual liability unless and until such actual liability is due and payable, or any Losses relating to any liability which is contingent unless and until such contingent liability becomes an actual liability and is due and payable.
Appears in 1 contract
Samples: Agreement for the Sale and Purchase of Shares (G Iii Apparel Group LTD /De/)
Contingent Liabilities. The Seller shall not be liable for any Claim or Tax Warranty Claim in respect of any liability which is contingent unless and until such contingent liability becomes an actual liability and is due and payableliability.
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Contingent Liabilities. The Seller shall not be liable for any Specific Claim or (other than a Tax Warranty Claim Claim) in respect of any liability which is contingent unless and until such contingent liability becomes an actual liability and is due and payable.
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Contingent Liabilities. The Seller shall not be liable for any Claim or Tax Warranty Claim in respect of any liability which is contingent unless and until such contingent liability becomes an actual liability and is due and payable.. 17
Appears in 1 contract
Samples: Remaining Acquisition Agreement (National Grid PLC)
Contingent Liabilities. The Seller shall not be liable for any Claim or Tax Warranty Claim in respect of any contingent liability which is contingent in relation to any Warranty Claim or Indemnity Claim unless and until such contingent liability becomes an actual liability and is due and payable.
Appears in 1 contract
Samples: Agreement for the Sale and Purchase of Shares (Ligand Pharmaceuticals Inc)