Common use of Time Limits for Claims Clause in Contracts

Time Limits for Claims. Any Claim may give rise to indemnification only if notified by the Buyer to General Motors prior to the expiration of an 18-month period following the Closing Date, except for: (i) Claims made in respect of any inaccuracy of the representation and warranty set forth in Section 4.10 (Compliance with Law and Permits), which must be notified by the Buyer to General Motors prior to the expiration of a 5 year period following the Closing Date; (ii) Claims made in respect of any inaccuracy of the representation and warranty set forth in Section 4.16 (Product Liability and Warranty), which must be notified by the Buyer to General Motors prior to the expiration of a 5 year period following the Closing Date (or the First Closing Date, as applicable), provided that any such Claims based on safety matters must be notified by the Buyer to General Motors prior to the expiration of the applicable statute of limitations; (iii) Claims made in respect of any inaccuracy of the Core Warranties, which must be notified by the Buyer to General Motors prior to the expiration of a 10 year period following the Closing Date; (iv) Claims relating to Indemnified Taxes which must be notified by the Buyer to General Motors prior to the end of a 3-month period following the expiration of the applicable statute of limitations ignoring for this purpose any extension thereof resulting from the recognition of net operating losses or a claim for Relief with respect to losses or credits recognized in a given tax year, as applicable; (v) Claims pursuant to Sections 14.1(a)(i)(A)(2)-(5), which must be notified by the Buyer to General Motors prior to expiration of the applicable statute of limitations; and (vi) Claims relating to Specific Agreements Related Losses, which must be notified by the Buyer to General Motors no earlier than 90 days after the first date upon which the counterparty to the Specific Agreements ceases to perform the Specific Agreements but no later than prior to the end of a 6-month period following the expiration of a 24-month period after the Closing (or, if applicable, the First Closing).

Time Limits for Claims. Any Claim may give rise to indemnification only if notified by the Buyer to General Motors prior to the expiration of an 18-month period following the Closing Date, except for: : (i) Claims made in respect of any inaccuracy of the representation and warranty set forth in Section 4.10 (Compliance with Law and Permits), which must be notified by the Buyer to General Motors prior to the expiration of a 5 year period following the Closing Date; ; (ii) Claims made in respect of any inaccuracy of the representation and warranty set forth in Section 4.16 (Product Liability and Warranty), which must be notified by the Buyer to General Motors prior to the expiration of a 5 year period following the Closing Date (or the First Closing Date, as applicable), provided that any such Claims based on safety matters must be notified by the Buyer to General Motors prior to the expiration of the applicable statute of limitations; ; (iii) Claims made in respect of any inaccuracy of the Core Warranties, which must be notified by the Buyer to General Motors prior to the expiration of a 10 year period following the Closing Date; ; (iv) Claims relating to Indemnified Taxes which must be notified by the Buyer to General Motors prior to the end of a 3-month period following the expiration of the applicable statute of limitations ignoring for this purpose any extension thereof resulting from the recognition of net operating losses or a claim for Relief with respect to losses or credits recognized in a given tax year, as applicable; ; (v) Claims pursuant to Sections 14.1(a)(i)(A)(2)-(5), which must be notified by the Buyer to General Motors prior to expiration of the applicable statute of limitations; and and (vi) Claims relating to Specific Agreements Related Losses, which must be notified by the Buyer to General Motors no earlier than 90 days after the first date upon which the counterparty to the Specific Agreements ceases to perform the Specific Agreements but no later than prior to the end of a 6-month period following the expiration of a 24-month period after the Closing (or, if applicable, the First Closing).

Time Limits for Claims. Any The Vendors are not liable to the Purchaser for any Claim may arising out of or in connection with this Agreement, unless the Purchaser notifies the Vendors of the Claim: (a) within 90 days after the Purchaser becomes aware of the Claim will give rise to a claim for indemnification only if notified by under this Agreement (which, for the Buyer to General Motors prior avoidance of doubt, will not include the Claim coming to the expiration attention of an 18the Vendors only (whether in their management capacity or otherwise); provided, however, that the omission to so notify the Vendors will not relieve the Vendors from any liability which they may have hereunder unless the Vendors have been materially prejudiced thereby; (b) in writing, setting out the act, matter or thing relied on as giving rise to the Claim; (c) in the case of Title Claims and Claims made under the Excluded Assets Indemnity, the Minority Interests Indemnity, the Magnus Donners Indemnity, and the Specified Matters Indemnity with respect to the Specified Charges, the Completion Share Transfers, the RSA Non-month period following Resident Matter, or the Closing Specified Spain Matters, at any time after Completion (for the avoidance of doubt, the Parties acknowledge that there is no time limitation applicable to all Claims described in this clause 12.3(c)); (d) in the case of Claims made under the Specified Matters Indemnity (other than with respect to the Specified Charges, the Completion Shares Transfers, the RSA Non-Resident Matter, or the Specified Spain Matters), within five (5) years after the Completion Date, except for; and (e) in the case of Claims (other than Title Claims) made under the General Indemnity and the Tax Indemnity: (i) Claims made in respect the case of any inaccuracy of Tax Claims, within four (4) years after the representation and warranty set forth in Section 4.10 (Compliance with Law and Permits), which must be notified by the Buyer to General Motors prior to the expiration of a 5 year period following the Closing Completion Date;; and (ii) Claims made in respect the case of any inaccuracy of the representation and warranty set forth in Section 4.16 other Claims, within one (Product Liability and Warranty), which must be notified by the Buyer to General Motors prior to the expiration of a 5 1) year period following the Closing Date (or the First Closing Date, as applicable), provided that any such Claims based on safety matters must be notified by the Buyer to General Motors prior to the expiration of the applicable statute of limitations; (iii) Claims made in respect of any inaccuracy of the Core Warranties, which must be notified by the Buyer to General Motors prior to the expiration of a 10 year period following the Closing Date; (iv) Claims relating to Indemnified Taxes which must be notified by the Buyer to General Motors prior to the end of a 3-month period following the expiration of the applicable statute of limitations ignoring for this purpose any extension thereof resulting from the recognition of net operating losses or a claim for Relief with respect to losses or credits recognized in a given tax year, as applicable; (v) Claims pursuant to Sections 14.1(a)(i)(A)(2)-(5), which must be notified by the Buyer to General Motors prior to expiration of the applicable statute of limitations; and (vi) Claims relating to Specific Agreements Related Losses, which must be notified by the Buyer to General Motors no earlier than 90 days after the first date upon which the counterparty to the Specific Agreements ceases to perform the Specific Agreements but no later than prior to the end of a 6-month period following the expiration of a 24-month period after the Closing (or, if applicable, the First Closing)Completion Date.