Common use of No Conflicting Claims Clause in Contracts

No Conflicting Claims. Without prejudice to clause 19.1, Purchaser undertakes that no claim shall be made by any member of Purchaser Group or by any Target Company or JVCo against any member of Seller's Group under any of the Local Transfer Agreements for breach of any warranty, representation, undertaking, covenant or indemnity relating to the sale of any of the Target Companies or JVCos other than those which are required to implement the transfer of those DivestCo Shares which are to be transferred on the basis of the relevant Local Transfer Agreement. Should, nevertheless, such claims be made, Purchaser shall indemnify and hold harmless the relevant member of Seller's Group in respect of any claims, actions, proceedings, losses and Costs arising in respect of the same.

Appears in 2 contracts

Samples: Sale and Purchase Agreement (Praxair Inc), Sale and Purchase Agreement (Linde PLC)

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No Conflicting Claims. Without prejudice to clause 19.1, Purchaser undertakes that no claim shall be made by any member of Purchaser Group or by any Target Company or any JVCo against any member of Seller's Group Sellers' Groups under any of the Local Transfer Agreements for breach of any warranty, representation, undertaking, covenant or indemnity relating to the sale of any of the Target Companies or JVCos other than those which are required to implement the transfer of those DivestCo Shares which are to be transferred on the basis of the relevant Local Transfer Agreement. Should, nevertheless, such claims be made, Purchaser shall indemnify and hold harmless the all relevant member members of Seller's Group Sellers' Groups in respect of any claims, actions, proceedings, losses and Costs arising in respect of the same.

Appears in 2 contracts

Samples: Sale and Purchase Agreement (Linde PLC), www.sec.gov

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