Common use of Notification of Potential Claims Clause in Contracts

Notification of Potential Claims. Without prejudice to the obligations of the Purchaser under Clause 11.2, if the Purchaser becomes aware of any fact, matter or circumstance that may give rise to a claim against any Seller under this Agreement or any Local Transfer Document for breach of any Seller’s Warranty other than a Tax Warranty (ignoring for these purposes the application of Clause 11.2 or 11.3), the Purchaser shall as soon as reasonably practicable give a notice in writing to that Seller of such facts, matters or circumstances as are then available regarding the potential claim. Failure to give notice within such period shall not affect the rights of the Purchaser to make a relevant claim under this Agreement or any Local Transfer Document for breach of any Seller’s Warranty, except that the failure shall be taken into account in determining the liability of that Seller for such claim to the extent that Seller establishes that the amount of it is increased, or is not reduced, as a result of such failure.

Appears in 5 contracts

Samples: Contribution Agreement, Contribution Agreement (Glaxosmithkline PLC), Contribution Agreement (Glaxosmithkline PLC)

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Notification of Potential Claims. Without prejudice to the obligations of the Purchaser under Clause 11.2, if the Purchaser becomes aware of any fact, matter or circumstance that may give rise to a claim against any the Seller under this Agreement or any Local Transfer Document for breach of any Seller’s Warranty other than a Tax Warranty (ignoring for these purposes the application of Clause Clauses 11.2 or 11.3), the Purchaser shall as soon as reasonably practicable give a notice in writing to that the Seller of such facts, matters or circumstances as are then available regarding the potential claim. Failure to give notice within such period shall not affect the rights of the Purchaser to make a relevant claim under this Agreement or any Local Transfer Document for breach of any Seller’s Warranty, except that the failure shall be taken into account in determining the liability of that the Seller for such claim to the extent that the Seller establishes that the amount of it is increased, or is not reduced, reduced as a result of such failure.

Appears in 3 contracts

Samples: Sale and Purchase Agreement (Glaxosmithkline PLC), Sale and Purchase Agreement (Novartis Ag), Sale and Purchase Agreement (Novartis Ag)

Notification of Potential Claims. Without prejudice to the obligations of the Purchaser under Clause 11.212.2, if the Purchaser becomes aware of any fact, matter or circumstance that may give rise to a claim against any the Seller under this Agreement or any Local Transfer Document for breach of any Seller’s Warranty other than a Tax Warranty (ignoring for these purposes the application of Clause 11.2 12.2 or 11.312.3), the Purchaser shall as soon as reasonably practicable give a notice in writing to that the Seller of such facts, matters or circumstances as are then available regarding the potential claim. Failure to give notice within such period shall not affect the rights of the Purchaser to make a relevant claim under this Agreement or any Local Transfer Document for breach of any Seller’s Warranty, except that the failure shall be taken into account in determining the liability of that the Seller for such claim to the extent that the Seller establishes that the amount of it is increased, or is not reduced, as a result of such failure.

Appears in 2 contracts

Samples: Share and Business Sale Agreement (Glaxosmithkline PLC), Share and Business Sale Agreement (Novartis Ag)

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Notification of Potential Claims. Without prejudice to the obligations of the Purchaser under Clause 11.2, if the Purchaser becomes aware of any fact, matter or circumstance that may give rise to a claim against any the Seller under this Agreement or any Local Transfer Document for breach of any Seller’s Warranty other than a Tax Warranty (ignoring for these purposes the application of Clause 11.2 or 11.3), the Purchaser shall as soon as reasonably practicable give a notice in writing to that the Seller of such facts, matters or circumstances as are then available regarding the potential claim. Failure to give notice within such period shall not affect the rights of the Purchaser to make a relevant claim under this Agreement or any Local Transfer Document for breach of any Seller’s Warranty, except that the failure shall be taken into account in determining the liability of that the Seller for such claim to the extent that the Seller establishes that the amount of it is increased, or is not reduced, as a result of such failure.

Appears in 1 contract

Samples: Share and Business Sale Agreement (Glaxosmithkline PLC)

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