Monetary and Time Limitations Sample Clauses

Monetary and Time Limitations. A party’s right to make a claim for breach of a Warranty is limited as follows: (a) The breaching party is not liable in respect of a claim for breach of a Warranty unless the other party has given written notice to the breaching party setting out the details of the claim in question in respect of claims which relate to the Warranties, within one (1) year after the Completion Date; (b) The maximum aggregate amount which a party may recover from the other party in respect of all claims is the Purchase Price. (c) Notwithstanding the foregoing, a party shall not be required to indemnify the other party unless and until the aggregate amount of all such claims against said party exceeds ten percent (10%) of the Purchase Price (the “Threshold”) and then the Buyer Indemnified Parties or the Seller Indemnified Parties, as the case may be, will be entitled to recover Losses in excess of the Threshold. Claims thereafter may be asserted regardless of amount; and provided further that a party’s maximum liability to Buyer Indemnified Parties or the Seller Indemnified Parties, as the case may be, shall not exceed the Purchase Price.
Sample 1
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Monetary and Time Limitations. 10.4.1 The Seller’s maximum aggregate liability under this Agreement shall not exceed the Purchase Price or the part thereof actually received by the Seller. 10.4.2 The Seller shall compensate the Buyers only for documented actual damages caused by non-performance or improper performance of this Agreement and shall not be obliged to compensate any loss of profit (in Russian: упущенная выгода). 10.4.3 The Seller’s liability shall be equal to RUB ten thousand (10,000) rubles in respect of any Claim or series of the related Claims, unless the following conditions are satisfied: (A) all Claims against the Seller together exceed in aggregate 5% (five per cent) of the Purchase Price; (B) a Claim is served upon the Seller by the Buyers on or before expiration of 6 (six) months from the Closing Date; (C) a Claim is presented to the Seller as soon as reasonably possible but no later than 30 (thirty) Business Days from when any of the Buyers became or should have become aware of the circumstances giving rise to a Claim; and (D) the Buyers comply with the clause 10.5 – in case of any Third Party Claims.
Sample 1

Related to Monetary and Time Limitations

  • Time Limitations Neither Parent nor Acquisition Corp. shall have any liability (for indemnification or otherwise) with respect to any representation or warranty, or agreement to be performed and complied with prior to the Effective Time, unless on or before the two-year anniversary of the Effective Time (the “Claims Deadline”), Parent is given notice of a claim with respect thereto, in accordance with Section 8.05, specifying the factual basis therefor in reasonable detail to the extent then known by the Company Indemnified Parties.

  • Monetary Limitations The Buyer shall have no obligation to indemnify the Seller Indemnified Persons in respect of Losses arising from the breach of, or inaccuracy in, any representation or warranty pursuant to Section 10.2.1(a) or Losses arising from the breach of any covenant or agreement to be performed prior to Closing pursuant to Section 10.2.1(b), unless the aggregate amount of all such Losses incurred or suffered by the Seller Indemnified Persons exceeds the Threshold Amount, in which case the Buyer shall indemnify the Seller Indemnified Persons for all such Losses, including the Threshold Amount, and not only to the extent such Losses exceed the Threshold Amount, and the Buyer’s aggregate Liability in respect of Indemnification Claims arising from the breach of, or inaccuracy in, any representation or warranty pursuant to Section 10.2 1(a) and Indemnification Claims brought after Closing arising from the breach of any covenant or agreement to be performed prior to the Closing pursuant to Section 10.2.1(b) will not exceed Three Million Dollars ($3,000,000); provided, however, that the foregoing monetary limitations in this Section 10.2.2 will not apply to Indemnification Claims pursuant to Sections 10.2.1(a) in respect of breaches of, or inaccuracies in, representations and warranties set forth in Sections 5.1 (Organization), 5.2 (Power and Authorization), 5.4(e) (Breach of Organizational Documents) or 5.6 (No Brokers). Indemnification Claims pursuant to Sections 10.2.1(c) or 10.2.1(d), or for Losses arising from the breach of any covenant or agreement to be performed by the Buyer after the Closing pursuant to Section 10.2.l(b), are not subject to the monetary limitations set forth in this Section 10.2.2.

  • Time Limitation The time limits established in the grievance procedures shall be followed by the parties and the aggrieved employee. If the time limit procedure is not followed by the Union or the aggrieved employee, the grievance shall be considered settled without precedent. If the time procedure is not followed by the Employer, the grievance shall automatically advance to the next step, but arbitration shall only be instituted upon timely written notice by the Union. The time limits established in the grievance and arbitration procedure may be extended by mutual agreement reduced to writing and signed by the parties.

  • Time Limits Each party involved in a grievance shall act quickly so that the grievance may be resolved promptly. Every effort should be made to complete action within the time limits contained in the grievance procedure. However, with the mutual consent of the parties, the time limitation for any step may be extended.

  • DISCLAIMERS; EXCLUSIONS; LIMITATIONS Subject to §4, neither party makes any warranties (express, implied, or otherwise), including implied warranties of merchantability, non-infringement, fitness for a particular purpose, or title, related to its performance or anything else provided under this Agreement. Neither party will be liable for any special, incidental, punitive, or consequential damages of any kind for any reason whatsoever relating to this Agreement, even if such damages were reasonably foreseeable.

  • Monetary Terms All references to "Dollars" or "$" shall mean US Dollars unless otherwise specified.

  • PERIOD OF LIMITATIONS No legal action shall be brought and no cause of action shall be asserted by or in the right of the Company against Indemnitee, Indemnitee’s spouse, heirs, executors or personal or legal representatives after the expiration of two years from the date of accrual of such cause of action, and any claim or cause of action of the Company shall be extinguished and deemed released unless asserted by the timely filing of a legal action within such two-year period; provided, however, that if any shorter period of limitations is otherwise applicable to any such cause of action such shorter period shall govern.

  • Billing Limitations a. DSHS shall pay the Contractor only for authorized services provided in accordance with this Contract. b. DSHS shall not pay any claims for payment for services submitted more than twelve (12) months after the calendar month in which the services were performed. c. The Contractor shall not bill and DSHS shall not pay for services performed under this Contract, if the Contractor has charged or will charge another agency of the state of Washington or any other party for the same services.

  • Time Limit Should the Local Church fail to satisfy all of its obligations set forth herein by December 31, 2023, this Disaffiliation Agreement shall be null and void.

  • Amending Time Limits The time limits fixed in the arbitration procedure may be altered by mutual consent of the parties but the same must be in writing.

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