Enforcement Limitation. Notwithstanding anything to the contrary contained in this Agreement or any Loan Document, in the absence of a court order by a court of competent jurisdiction, neither the Collateral Agent nor the Administrative Agent nor any Secured Party shall have a right to directly collect, direct the transfer of, or otherwise enforce against any applicable Governmental Authority with respect to Restricted Government Accounts or Government Accounts Receivable owing by such Governmental Authority and pledged as Collateral hereunder.
Enforcement Limitation. In states in which the foregoing provisions may not lawfully be enforced, the provisions of this paragraph (b), to the extent that they are lawful, shall apply: Each employee who would be required to acquire or maintain membership in the Union if the foregoing Union security provisions could lawfully be enforced, and who fails voluntarily to acquire or maintain membership in the Union, shall be required as a condition of employment, beginning on the 30th day following the beginning of such employment or the date of this Agreement, whichever is later, to pay to the Union each month a service charge as a contribution toward the administration of this Agreement and the representation of such Employees. The service charge for the fist month shall be in an amount equal to the Union's regular and usual initiation fee and monthly dues, and for each month thereafter in an amount equal to the regular and usual monthly dues.
Enforcement Limitation. Notwithstanding the provisions of Sections 5.1 and 5.2, and notwithstanding any applicable statutory or regulatory provision, principle of law or rule of equity to the contrary:
(a) no Party shall be entitled to maintain a claim against any other Party in respect of any Loss suffered or incurred by the injured Party as a result of its own gross negligence or wilful misconduct, or that of its employees, agents or contractors, or as a result of any occurrence, matter or thing, the occurrence, existence or non-disclosure of which constitutes a breach or failure of any representation, warranty, covenant, agreement or other obligation of the injured Party hereunder;
(b) except in the case of a matter involving fraud on the part of another Party, no Party shall be entitled to initiate, maintain or enforce any claim against such other Party in respect of any matter related to this Agreement or the subject matter hereof, whether asserted under this Agreement or otherwise, unless it shall have given such other Party notice in writing of such claim, including full particulars of the basis therefor;
(c) no Party shall be entitled to recover any indirect, consequential or special damages from the other; and
(d) each Party shall be obligated to use reasonable efforts to mitigate any Loss sustained by it in connection with any matter for which the other Parties may have liability to it.
Enforcement Limitation. Except for fraud on the part of Vendor, Purchaser may not enforce any claim for any breach or failure of any representation and warranty contained in clause 4.01 unless it has given Vendor notice of the claim within one (1) year of the Closing Date, including particulars of the representation and warranty alleged to have failed or been breached and of the alleged facts giving rise to the breach or failure. Similarly, except for fraud on the part of Purchaser Vendor may not enforce any claim for any breach or failure of any representation and warranty contained in clause 4.0:3 unless it has given Purchaser notice of the claim within one (1) year of the Closing Date, including particulars of the representation and warranty alleged to have failed or been breached and of the alleged facts giving rise to the breach or failure. A breach or failure of the representations and warranties prior to Closing Date (unless it has previously been remedied in full to the satisfaction of the other Party by the Party whose representation and warranty has failed) entitles tile other Party to declare this Agreement terminated and of no effect. A misrepresentation or failure of the representations and warranties subsequent to Closing Date shall only entitle a party to claim damages.
Enforcement Limitation. Vendor may not enforce any claim for any breach or failure of any representation or warranty contained in section 5.3 or 5.4 unless Vendor has given Purchaser and Pacific written notice of the claim within 18 months of Closing Date, including particulars of the representation or warranty alleged to have failed or been breached and details of the facts establishing the failure or breach. Similarly, Purchaser may not enforce any claim for any failure or breach of any representation or warranty contained in section 5.1 unless Purchaser has given Vendor written notice of the claim within 18 months of Closing Date, including particulars of the representation or warranty alleged to have failed or been breached and details of the facts establishing the failure or breach. A failure or breach of a representation or warranty prior to Closing Date (unless it has previously been remedied in full to the satisfaction of the other party by the party whose representation or warranty has failed) entitles the party for whose benefit the representation or warranty existed to declare this Agreement terminated and of no effect in which case the provisions of section 7.1 shall apply. A misrepresentation or failure of a representation or warranty subsequent to the Closing Date shall entitle a party for whose benefit the representation or warranty existed to claim damages only.
Enforcement Limitation. Absent fraud on the part of the respective Vendor, the Purchaser shall not be entitled to enforce any claim for any breach or failure of any representation and warranty contained in paragraph 5.1 unless it shall within one year of the Closing Date have given the Vendor written notice of the claim, including particulars of the representation and warranty alleged to have failed or been breached and of the alleged facts giving rise to the breach or failure. Similarly, absent fraud on the part of the Purchaser, neither the Vendor shall be entitled to enforce any claim for any breach or failure of any representation and warranty contained in paragraph 5.2 unless it shall within one year of the Closing Date have given the Purchaser written notice of the claim, including particulars of the representation and warranty alleged to have failed or been breached and of the alleged facts giving rise to the breach or failure.
Enforcement Limitation. Notwithstanding the provisions of Sections 6.1 through 6.4 above, and notwithstanding any statutory or regulatory provision, principle of law or rule of equity to the contrary:
a) neither the Buyer nor the Sellers shall be entitled to recover any indirect, consequential or special damages from the other;
b) each Party shall be obligated to use reasonable efforts to mitigate any liability, loss, costs, claims or damages sustained by it in connection with any matter for which the other Party may have liability to it;
c) neither the Buyer nor the Sellers shall be entitled to invoke or claim any indemnification from the other under this Section-6 as a result of any liability, loss, costs, claims or damages of any nature suffered or incurred by:
i) CGB2 or by the Bengara-II Assets from the Closing Date;
ii) CGB2 or by the Bengara-II Assets prior to the Closing Date if there is reasonable expectation that such Third Party Claim as defined in Section-6.8 or assessment of any Tax is recoverable under the Bengara-II PSC;
iii) the Sellers or by the Buyer as a direct result and consequence of being a shareholder in CGB2 from the Closing Date; and
iv) the Sellers or by the Buyer as a direct result and consequence of being, from the Closing Date, a joint venture participant in the Bengara-II Assets, or any other joint venture agreement to which it is a party pertaining to the Bengara-II Assets
v) any commitments or obligations due to Indonesian authorities pursuant to the Bengara-II PSC or related to obligations incumbent upon any Indonesian production sharing contractor in the normal course of conducting Bengara-II PSC activities; and any Taxes claimed by any tax authorities having jurisdiction, in each case which cost may be recovered under the Bengara-II PSC.
Enforcement Limitation. (a) Purchaser may not enforce any claim for breach of a representation and warranty contained in clause 4.1 unless it has given Vendor notice of the claim within 90 days of the day of delivery of both the Goldstar Shares and the Agent’s Share Certificates, including particulars of the representation and warranty alleged to have been breached.
(b) Vendor may not enforce any claim for breach of a representation and warranty contained in clause 4.3 unless it has given Purchaser notice of its claim 90 days of the day of delivery of both the Goldstar Shares and the Agent’s Share Certificates, including particulars of the representation and warranty alleged to have been breached.
Enforcement Limitation. (a) The representations and warranties set forth in clause 4.1 shall survive the Closing; however, Purchaser may not enforce any claim for breach of a representation and warranty contained in clause 4.1 unless it has given Vendor notice of the claim within 12 months from the Closing Date, including particulars of the representation and warranty alleged to have been breached.
(b) The representations and warranties set forth in clause 4.3 shall survive the Closing; however, Vendor may not enforce any claim for breach of a representation and warranty contained in clause 4.3 unless it has given Purchaser notice of the claim within 12 months from the Closing Date, including particulars of the representation and warranty alleged to have been breached.
Enforcement Limitation. No claim for breach of the covenants, representations and warranties set forth in this Agreement or for misrepresentation herein or pursuant or with respect hereto of Vendors or Purchaser shall be made or be enforceable, whether by legal proceedings or otherwise howsoever, unless written notice of the claim setting out reasonable details of the full particulars of the claim is given by the claimant to the other party within one (1) year of the Closing provided however that any of the covenants, representations, warranties and indemnities set forth in this Agreement relating to taxes shall continue in full force and effect until the expiry of all statutory assessment or reassessment periods in respect of such taxes (or in the event of an assessment or reassessment, settlement of all matters in relation thereto).
