Common use of Time for Claims Clause in Contracts

Time for Claims. No claim may be made or suit instituted seeking indemnification pursuant to Sections 10.1.19(a), 10.1.l(b), 10.1.1(c), 10.2.1(a), 10.2.1(b), or 10.2.1(c) unless written notice describing the breach of, or inaccuracy in, any representation or warranty, or the breach or violation of any covenant or agreement, or the purported fraud, in each case, in reasonable detail in light of the circumstances then known to the Indemnified Party, is provided to the Indemnifying Party: (a) at any time, in the case of any breach of, or inaccuracy in, the representations and warranties set forth in Sections 3.1 (Organization), and 5.1 (Organization), 3.2 (Capital Structure), 3.3 (Power and Authorization) 4.2 (Power and Authorization) and 5.2 (Power Authorization) 3.4(e) (Noncontravention of Organizational Documents), 4.4(e) (Noncontravention of Organizational Documents), 5.4(e) (Breach of Organizational Documents), 3.12 (No Brokers), 4.6 (No Brokers), and 5.6 (No Brokers); (b) at any time prior to the expiration of the applicable statute of limitations in the case of any claim or suit based upon fraud or for any breach of or inaccuracy in the representations and warranties set forth in Section 3.11 (Environmental Matters) or Section 3.13 (Taxes); (c) at any time prior to June 30, 2011, in the case of (i) any breach of, or inaccuracy in, any other representation and warranty in this Agreement, or (ii) any breach of any covenant or agreement to be performed prior to the Closing Notwithstanding anything to the contrary in this Agreement, Indemnification Claims pursuant to Sections 10.1.1(d), 10.1.1(e), and 10.2.1(d) are not subject to the limitations set forth in this Section 10.3.

Time for Claims. No claim may be made or suit instituted seeking indemnification pursuant to Sections 10.1.19(a), 10.1.l(b), 10.1.1(c), 10.2.1(a), 10.2.1(b), or 10.2.1(c) unless written notice describing the this Section 11 for any breach of, or inaccuracy in, any representation or warranty, or the warranty unless a written notice describing such breach or violation of any covenant or agreement, or the purported fraud, in each case, inaccuracy in reasonable detail in light of the circumstances then known to the Indemnified Party, is provided to the Indemnifying Party: (a) at any time, in the case of any breach of, or inaccuracy in, the representations and warranties set forth in Sections 3.1 (Organization), and 5.1 (Organization), 3.2 (Capital Structure), 3.3 (Power and Authorization) 4.2 (Power and Authorization) and 5.2 (Power Authorization) 3.4(e) (Noncontravention of Organizational Documents), 4.4(e) (Noncontravention of Organizational Documents), 5.4(e3.5(e) (Breach of Organizational Documents), 3.12 3.6 (Ownership; Debt), 3.11.1 (Assets), 3.27 (No Brokers), 4.6 4.1 (No BrokersOrganization), 4.2 (Power and Authorization), 4.3 (Noncontravention), 4.4 (Title), 5.1 (Organization), 5.2 (Power and Authorization), 5.4 (Noncontravention), 5.5 (Title), 5.6 (No Brokers) and 5.7 (Ownership); (b) at any time prior to the expiration of the applicable statute of limitations time, in the case of any claim or suit based upon violations of law, fraud or for any breach of or inaccuracy in the representations and warranties set forth in Section 3.11 (Environmental Matters) or Section 3.13 (Taxes)intentional misrepresentation; (c) at any time prior to June 30the thirtieth day after the expiration of the applicable statute of limitations (taking into account any tolling periods and other extensions) in the case of any breach of, 2011or inaccuracy in, the representations and warranties set forth in Section 3.17 (Tax Matters); and (d) at any time on or prior to September 1, 2007, in the case of (i) any breach of, or inaccuracy in, any other representation and warranty in this Agreement, or (ii) any breach of any covenant or agreement to be performed prior to the Closing Notwithstanding anything to the contrary in this Agreement, Indemnification Claims pursuant to Sections 10.1.1(d), 10.1.1(e), and 10.2.1(d) are not subject to the limitations set forth in this Section 10.3.

Time for Claims. No The representations and warranties contained in this Agreement survive the Closing; provided, that no claim may be made or suit instituted seeking indemnification pursuant to Sections 10.1.19(a), 10.1.l(b), 10.1.1(c), 10.2.1(a), 10.2.1(b), 6.1.1(a) or 10.2.1(c) unless written notice describing the 6.2.1 for any breach of, or inaccuracy in, any representation or warranty, or the warranty unless a written notice describing such breach or violation of any covenant or agreement, or the purported fraud, in each case, inaccuracy in reasonable detail in light of the circumstances then known to the Indemnified Party, is provided to the Indemnifying Party: (a) at any time, in the case of any breach of, or inaccuracy in, the representations and warranties set forth in Sections 3.1 (Organization), 3.2 (Power and 5.1 Authorization), 3.4(e) (Breach of charter or bylaws), 3.7 (Assets), 3.14 (No Brokers), 4.1 (Organization), 3.2 (Capital Structure), 3.3 (Power and Authorization) 4.2 (Power and Authorization) and 5.2 (Power Authorization) 3.4(e) (Noncontravention of Organizational Documents), 4.4(e) (Noncontravention of Organizational Documents), 5.4(e4.4(d) (Breach of Organizational Documents), 3.12 charter or bylaws) or 4.5 (No Brokers)) or in the case of any claim or suit based upon violations of law, 4.6 (No Brokers), and 5.6 (No Brokers);fraud or intentional misrepresentation; and (b) at any time prior to the thirtieth (30th) day after the expiration of the applicable statute of limitations (taking into account any tolling periods and other extensions) in the case of any claim or suit based upon fraud or for any breach of of, or inaccuracy in in, the representations and warranties set forth in Section 3.11 3.8.1 (Environmental Matters) or Section 3.13 (TaxesLegal Compliance); (c) at any time prior to June 30, 2011, in the case of (i) any breach of, or inaccuracy in, any other representation and warranty in this Agreement, or (ii) any breach of any covenant or agreement to be performed prior to the Closing Notwithstanding anything to the contrary in this Agreement, Indemnification Claims pursuant to Sections 10.1.1(d), 10.1.1(e), and 10.2.1(d) are not subject to the limitations set forth in this Section 10.3.

Time for Claims. No claim may be made or suit instituted seeking indemnification pursuant to Sections 10.1.19(a8.01(a)(i), 10.1.l(b), 10.1.1(c), 10.2.1(a), 10.2.1(b), 8.01(a)(iii) or 10.2.1(c8.02(a)(i) unless written notice describing the for any breach of, or inaccuracy in, any representation or warranty, or the warranty unless a written notice describing such breach or violation of any covenant or agreement, or the purported fraud, in each case, inaccuracy in reasonable detail in light of the circumstances then known to the Indemnified Party, is provided to the Indemnifying Party: (a) at any time, in the case of any breach of, or inaccuracy in, the representations and warranties set forth in Sections 3.1 2.01 (Organization), and 5.1 (Organization), 3.2 (Capital Structure), 3.3 2.02 (Power and Authorization) 4.2 (Power and Authorization) and 5.2 (Power Authorization) 3.4(e) (Noncontravention of Organizational Documents), 4.4(e) (Noncontravention of Organizational Documents), 5.4(e2.04(b)(iii) (Breach of Organizational Documents), 3.12 2.01(c) (Capitalization), 2.21 (Litigation; Government Orders), 2.22 (No Brokers), 4.6 3.01 (Organization), 3.02 (Authority), 3.03 (Capital Stock), 3.04(a) (No Breach of Organizational Documents of Seller), 3.05 (No Brokers), and 5.6 4.01 (Organization), 4.02 (Authority), 4.03(a)(i) (Breach of Organizational Documents) or 4.06 (No Brokers); (b) at any time prior to the expiration of the applicable statute of limitations time, in the case of any claim or suit based upon fraud or for any breach of or inaccuracy in the representations and warranties set forth in Section 3.11 (Environmental Matters) or Section 3.13 (Taxes)intentional misrepresentation; (c) at any time prior to June 30the thirtieth (30th) day after the expiration of the applicable statute of limitations (taking into account any tolling periods and other extensions) in the case of any breach of, 2011or inaccuracy in, the representations and warranties set forth in Sections 2.06 (Product Warranty; Product Liability), 2.14 (Tax Matters) or 2.16 (Environmental Matters); and (d) at any time prior to eighteen (18) months from the Closing Date, in the case of (i) any breach of, or inaccuracy in, any other representation and warranty in this Agreement, or (ii) any breach of any covenant or agreement to be performed prior to the Closing Notwithstanding anything to the contrary in this Agreement, Indemnification . Claims for indemnification pursuant to any other provision of Sections 10.1.1(d), 10.1.1(e), 8.01(a) and 10.2.1(d8.02(a) are not subject to the limitations set forth in this Section 10.38.04.