Common use of Time Limits on Claims Clause in Contracts

Time Limits on Claims. 2.1 Subject to paragraph 2.3, a Vendor shall not be liable (and no claim shall be brought against any Vendor) in respect of any Claim or claim under the Tax Covenant unless the Purchaser has given notice in writing of such Claim or claim under the Tax Covenant to such Vendor: (a) in the case of a claim made under the Tax Warranties or under the Tax Deed of Covenant as soon as reasonably practicable after the Purchaser becomes aware of such claim, and in any event within the period of seven years beginning with the date of this Agreement; and (b) in any other case, as soon as reasonably practicable after the Purchaser becomes aware of such claim, and in any event within the period of 18 months beginning with the date of this Agreement. 2.2 Subject to paragraph 2.3, the notice referred to in paragraph 2.1 shall include a summary of the nature of the Claim as far as it is known to the Purchaser and the amount claimed (detailing the Purchaser’s calculation of the loss thereby alleged to have been suffered). 2.3 Any failure by the Purchaser to: (a) give notice of a Claim or a claim under the Tax Covenant as soon as reasonably practicable in accordance with paragraph 2.1; or (b) serve a notice which complies with the provisions of paragraph 2.2, shall not relieve any Vendor of liability in respect of the relevant Claim or claim under the Tax Covenant, except to the extent that the liability of such Vendor under such Claim or claim under the Tax Covenant would be higher than it otherwise would have been as a result of such failure but then only to the extent of any such increase. 2.4 For the avoidance of doubt, the Purchaser may give notice of any Claim in accordance with paragraph 2, whether or not the amount set out in paragraph 1.3 has been exceeded at the time the notice is given. 2.5 A Claim (other than a Claim under the Tax Warranties) notified in accordance with paragraph 2.1 of this Schedule 6 is unenforceable against any Vendor on the expiry of the period of 24 months after the date of this Agreement, unless proceedings in respect of such Claim have been served on such Vendor within such period. 2.6 In relation to any Claim (other than a Claim under the Tax Warranties) in respect of any contingent liability: (a) paragraph 2.5 of this Schedule 6 will apply where such contingent liability has become an actual liability during the period referred to in such paragraph 2.5; or (b) otherwise, such Claim shall be unenforceable against any Vendor on the expiry of the period of 6 months following the date on which such contingent liability becomes an actual liability, unless proceedings in respect of such Claim have been served on such Vendor within such period.

Time Limits on Claims. 2.1 Subject The Vendors will have no obligation or liability to paragraph 2.3, a Vendor shall not be liable (and no claim shall be brought against the Purchaser or any Vendor) other person whatsoever in respect of any Warranty Claim, or for any other loss, claim or damage whatsoever under or in respect of any matter arising from this Agreement or otherwise in relation to the sale of the Shares to the Purchaser (other than in respect of the Tax Indemnity and Tax Warranties in respect of which clause 11.3 applies, and any breach of clause 14), unless: a written notice of the relevant Warranty Claim or other claim under or in respect of any matter arising from this Agreement or the Tax Covenant unless sale of the Shares setting out specific details of the relevant claim is received by the Vendors not later than 24 months after the Completion Date; and b the Purchaser has given notice in writing notified the Vendors of such the relevant Warranty Claim or other claim under (including giving reasonable details of the Tax Covenant to such Vendor: (anature of the relevant claim) in the case of a claim made under the Tax Warranties or under the Tax Deed of Covenant as soon as reasonably practicable after the Purchaser becomes aware of that a matter, information, event or circumstance is reasonably likely to give rise to such a claim, and in any event within the period of seven years beginning with the date of this Agreement; and (b) in any other case, as soon as reasonably practicable not more than 40 working days after the Purchaser becomes aware of that the matter, information, event or circumstance is reasonably likely to give rise to such a claim, and in any event within . If the period of 18 months beginning Purchaser does not comply with the date of this Agreement. 2.2 Subject to paragraph 2.3obligation, the notice referred to in paragraph 2.1 shall include a summary of the nature of the Claim as far as it is known Vendors will not be liable to the Purchaser and to the extent that such failure increases the amount claimed (detailing the Purchaser’s calculation of the loss thereby alleged to have been suffered). 2.3 Any failure by claim or the Purchaser to: (a) give notice of a Claim or a claim under the Tax Covenant as soon as reasonably practicable in accordance with paragraph 2.1; or (b) serve a notice which complies with the provisions of paragraph 2.2, shall not relieve any Vendor of Vendors’ liability in respect of the relevant Claim or claim under the Tax Covenant, except to the extent that the liability of such Vendor under such Claim or claim under the Tax Covenant would be higher than it otherwise would have been as a result of such failure but then only to the extent of claim. Notwithstanding any such increase. 2.4 For the avoidance of doubt, the Purchaser may give notice of any Claim in accordance with paragraph 2, whether or not the amount set out in paragraph 1.3 has been exceeded at the time the notice is given. 2.5 A Claim (other than a Claim under the Tax Warranties) notified in accordance with paragraph 2.1 of this Schedule 6 is unenforceable against any Vendor on the expiry of the period of 24 months after the date provision of this Agreement, unless proceedings in respect of such and to the fullest extent permitted by law, the Vendors are not liable under any Warranty Claim have been served on such Vendor within such period. 2.6 In relation to any Claim (or other than a Claim claim under the Tax Warranties) or in respect of any contingent liability: (a) paragraph 2.5 of matter arising from this Schedule 6 will apply where such contingent liability has become an actual liability during Agreement or the period referred to in such paragraph 2.5; or (b) otherwise, such Claim shall be unenforceable against any Vendor on the expiry sale of the period of 6 months following the date on which such contingent liability becomes an actual liability, unless proceedings Shares (other than in respect of such the Tax Indemnity and Tax Warranties in respect of which clause 11.3 applies, and any breach of clause 14), unless, within 12 months of the date the Vendors are notified of the relevant Warranty Claim or other claim in accordance with clause 10.6a either: i the Purchaser has issued or served legal proceedings against the Vendors in respect of the Warranty Claim or other relevant claim; or ii the Warranty Claim or other relevant claim has been agreed, compromised or settled or the Vendors have been served on such Vendor within such periodassumed conduct of a Third Party Claim under clause 10.9 in connection with the relevant claim.

Time Limits on Claims. 2.1 Subject to paragraph 2.3, a Vendor The Vendors shall not be liable (and no claim shall be brought against any Vendor) in respect of any Claim or claim under the Tax Covenant and any such Claim shall be wholly barred and unenforceable unless the Purchaser has given notice in writing of such Claim or claim under to the Tax Covenant to such Vendor: Vendors (a) with respect to all Claims (other than Claims for a breach of the Fundamental Warranties and Claims included in limb (c) of this paragraph 2.1) within the period of 9 months from the Completion Date; (b) with respect to Claims under the Fundamental Warranties, prior to the date that is 2 years from the Completion Date; and (c) with respect to Claims for a breach of the covenants and agreements of the Vendors contained in the case Transaction Documents which by their terms are to be performed or observed following Completion (excluding any Claim under Clause 9.5), within the period of a claim made under 9 months from the Tax Warranties expiration of such covenants or under agreements. 2.2 The Purchaser shall give notice in writing of any Claim to the Tax Deed of Covenant Vendors as soon as reasonably practicable after and, in any event, within 30 Business Days of the Purchaser becomes becoming aware of the facts, matters or circumstances giving rise to such claimClaim. The failure to so notify the Vendors shall not release, waive or otherwise affect the Purchaser’s rights in respect of any Claim except to the extent the Vendors have suffered loss or prejudice as a result of such failure. Such notice shall, include such detail as is reasonably available to the Purchaser at the time of the relevant facts and in circumstances giving rise to the Claim, the Purchaser’s bona fide estimate of any alleged Loss (if such information is reasonably available at such time) and the specific Warranties or other provisions of this Agreement which are alleged to have been breached. 2.3 To the extent the fact, matter, event or circumstance giving rise to a Claim is capable of remedy, the Vendors shall not be liable for such Claim if and to the extent that it is remedied to the reasonable satisfaction of the Purchaser within the period 30 Business Days of seven years beginning with the date of this Agreement; and (b) in any other case, as soon as reasonably practicable after the Purchaser becomes aware of such claim, and in any event within the period of 18 months beginning with the date of this Agreement. 2.2 Subject to paragraph 2.3, the notice referred to in paragraph 2.1 shall include a summary of the nature of the Claim as far as it is known to the Purchaser and the amount claimed (detailing the Purchaser’s calculation of the loss thereby alleged to have been suffered)2.2. 2.3 Any failure by the Purchaser to: (a) give notice of a Claim or a claim under the Tax Covenant as soon as reasonably practicable in accordance with paragraph 2.1; or (b) serve a notice which complies with the provisions of paragraph 2.2, 2.4 The Vendors shall not relieve any Vendor of liability be liable in respect of any Claim and any liability of the relevant Vendors in respect of such Claim or claim under the Tax Covenantshall absolutely determine and cease, except to the extent that the liability of such Vendor under such Claim not previously satisfied, withdrawn or claim under the Tax Covenant would be higher than it otherwise would have been as a result of such failure but then only to the extent of any such increase. 2.4 For the avoidance of doubt, the Purchaser may give notice of any Claim in accordance with paragraph 2, whether or not the amount set out in paragraph 1.3 has been exceeded at the time the notice is given. 2.5 A Claim (other than a Claim under the Tax Warranties) notified in accordance with paragraph 2.1 of this Schedule 6 is unenforceable against any Vendor on the expiry of the period of 24 months after the date of this Agreementsettled, unless legal proceedings in respect of such Claim have been issued and served on such Vendor within such period. 2.6 In relation to any Claim (other than a Claim under 6 months after the Tax Warranties) in respect date of any contingent liability: (a) paragraph 2.5 of this Schedule 6 will apply where such contingent liability has become an actual liability during the period notice referred to in such paragraph 2.5; or (b) otherwise, such Claim shall be unenforceable against any Vendor on the expiry of the period of 6 months following the date on which such contingent liability becomes an actual liability, unless proceedings in respect of such Claim have been served on such Vendor within such period2.2 is given.

Time Limits on Claims. 2.1 Subject to paragraph 2.3, a Vendor 3.1 No Seller shall not be liable (and no claim shall be brought against any Vendor) in respect of any Claim or claim under the Tax Covenant unless the Purchaser Buyer has given notice in writing of such Claim or claim under to the Tax Covenant to such VendorSeller Representative (on behalf of the relevant Seller(s)) in accordance with paragraph 3.2: (a) in the case of a claim made under Tax Claim, by the Tax Warranties or under the Tax Deed of Covenant as soon as reasonably practicable date falling sixty (60) days after the Purchaser becomes aware expiry of the period allowed by statute of the relevant jurisdiction during which an assessment of the relevant liability to Tax or other Demand (as defined in Schedule 8) may be issued or brought by the relevant Tax Authority (including any applicable extensions) or, if there is no such claimperiod, and in any event within the period of seven (7) years beginning with the date of this Agreement; andCompletion Date; (b) in any other casethe case of a Fundamental Warranty Claim, as soon as reasonably practicable after the Purchaser becomes aware of such claim, and in any event within the period of 18 five (5) years beginning with the Completion Date; (c) in the case of any Business Warranty Claim or Relevant Claim, within the period of twelve (12) months beginning with the date Completion Date; (d) in respect of this Agreementany other Claim for breach of any covenant given by the Sellers and which fell due for performance at or before Completion (including any covenant in respect of (i) Condition satisfaction; (ii) the pre-Completion undertakings set out in Schedule 3; or (iii) the delivery of its Completion deliverables pursuant to Clause 5 and Schedule 5), within the period of twelve (12) months beginning with the Completion Date; and (e) in respect of any other Claim relating to a breach that occurred after Completion, the applicable statutory limitation period. 2.2 Subject to paragraph 2.3, the 3.2 Any notice referred to in paragraph 2.1 shall 3.1 must be given to the Seller Representative (on behalf of the relevant Seller(s)) as soon as practicable after the Buyer becomes aware of the matter reasonably likely to give rise to the Claim, and shall: (a) include a summary of the nature of the Claim as so far as it is known to the Purchaser Buyer and a good faith calculation of the amount claimed (detailing on a without prejudice basis); and (b) specify (without prejudice to the PurchaserBuyer’s calculation right subsequently to identify other Warranties or provisions which are breached by the same facts) the specific Warranties or other provisions of the loss thereby this Agreement which are alleged to have been suffered). 2.3 Any breached, provided that the failure by of the Purchaser to: (anotice from the Buyer to comply with the requirements of paragraphs 3.2(a) give notice of a Claim or a claim under the Tax Covenant as soon as reasonably practicable in accordance with paragraph 2.1; or and (b) serve a notice which complies with the provisions of paragraph 2.2, shall not relieve operate to limit the liability of any Vendor of liability in respect of the relevant Claim or claim under the Tax Covenant, Seller except to the extent that such Seller’s ability to defend such Claim is prejudiced or the liability of such Vendor under such Claim or claim under the Tax Covenant would be higher than it otherwise would have been Seller is increased as a result of such failure but then only to the extent of any such increaseor delay. 2.4 3.3 For the avoidance of doubt, the Purchaser Buyer may give notice of any single Claim in accordance with this paragraph 23, whether or not the amount set out in paragraph 1.3 1.31.4 has been exceeded at the time the notice is given. 2.5 A Claim (other than a Claim under the Tax Warranties) notified in accordance with paragraph 2.1 of this Schedule 6 is unenforceable against any Vendor on the expiry of the period of 24 months after the date of this Agreement, unless proceedings in respect of such Claim have been served on such Vendor within such period. 2.6 In relation to any Claim (other than a Claim under the Tax Warranties) in respect of any contingent liability: (a) paragraph 2.5 of this Schedule 6 will apply where such contingent liability has become an actual liability during the period referred to in such paragraph 2.5; or (b) otherwise, such Claim shall be unenforceable against any Vendor on the expiry of the period of 6 months following the date on which such contingent liability becomes an actual liability, unless proceedings in respect of such Claim have been served on such Vendor within such period.

Time Limits on Claims. 2.1 Subject to paragraph 2.3, a Vendor No Seller shall not be liable (and no claim shall be brought against any Vendor) in respect of any Claim or claim under and any such Claim shall be wholly barred and unenforceable unless: (a) with respect to a Claim by the Tax Covenant unless Buyer, the Purchaser Buyer has given notice in writing of such Claim to the relevant Seller; and (b) with respect to a Claim by a Seller, the Seller making the Claim has given notice in writing of such Claim to the other Seller (in the case of a Claim against that Seller) or claim under the Tax Covenant to such Vendorother Seller and the Buyer (in the case of a Claim against the Buyer), within the following periods: (ai) in the case of a claim made under Fundamental Warranty Claim, within the period of six years commencing on the Completion Date; (ii) in the case of a Business Warranty Claim, other than an Environmental Warranty Claim within the period of 18 months commencing on the Completion Date; (iii) in the case of an Environmental Warranty Claim, within the period of 24 months commencing on the Completion Date; (iv) in the case of a Product Liability Indemnity Claim, within the period of 36 months commencing on the Completion Date; (v) in the case of a Tax Warranties or under the Tax Deed of Covenant as soon as reasonably practicable after the Purchaser becomes aware of such claimClaim, and in any event within the period of seven years beginning with commencing on the date Completion Date or, if longer, the period ending 30 days after the expiry of this Agreementthe statutory period within which the relevant Tax Authority may assess the Tax liability or related Tax which is the subject of that Tax Claim under applicable Law; and (bvi) in the case of any other caseClaim (other than Claims under, as soon as reasonably practicable after the Purchaser becomes aware pursuant to or for breach of such claimClause 21), and in any event within the period of 18 months beginning with seven years commencing on the date of this AgreementCompletion Date. 2.2 Subject to paragraph 2.3, the Any notice referred to in paragraph 2.1 shall shall: (a) be given as soon as reasonably practicable and, in any event, within 30 Business Days of the person giving such notice (the “Notifying Party”) becoming aware of the facts, matters, circumstances or events giving rise to such Claim; (b) include a summary of the nature and reasonable details of the Claim as so far as it is known to the Purchaser and Notifying Party together with the Notifying Party’s good-faith estimate of the amount claimed (detailing on a without prejudice basis); and (c) specify (without prejudice to the PurchaserNotifying Party’s calculation right subsequently to identify other Warranties or other provisions of this Agreement which are breached by the loss thereby same facts) the specific Warranties or other provisions of this Agreement which are alleged to have been suffered). 2.3 Any breached, provided that the failure by of the Purchaser to: (a) give notice of a Claim or a claim under from the Tax Covenant as soon as reasonably practicable in accordance with paragraph 2.1; or (b) serve a notice which complies Notifying Party’s to comply with the provisions requirements of paragraph 2.2paragraphs 2.2(a), 2.2(b) and 2.2(c) shall not relieve any Vendor of operate to limit the liability in respect of the relevant Claim or claim under the Tax Covenant, Seller except to the extent that the liability of such Vendor under such Claim or claim under the Tax Covenant would be higher than it otherwise would have been Seller is increased as a result of such failure but then only failure. 2.3 No Seller shall be liable in respect of any Claim and any liability in respect of such Claim shall absolutely determine and cease (and no new Claim may be made in respect of the facts, matter, events or circumstances giving rise to such Claim), to the extent of any such increase. 2.4 For the avoidance of doubtnot previously satisfied, the Purchaser may give notice of any Claim in accordance with paragraph 2withdrawn or settled, whether or not the amount set out in paragraph 1.3 has been exceeded at the time the notice is given. 2.5 A Claim (other than a Claim under the Tax Warranties) notified in accordance with paragraph 2.1 of this Schedule 6 is unenforceable against any Vendor on the expiry of the period of 24 nine months after the date of this Agreement, on which the notice referred to in paragraph 2.1 is given unless proceedings in respect of such Claim have been served on such Vendor within such period. 2.6 In relation to any Claim (other than a Claim under the Tax Warranties) in respect subject matter of any contingent liabilitythe Claim: (a) paragraph 2.5 of this Schedule 6 will apply where such contingent liability has become an actual liability during have been commenced by being both issued and validly served on the period referred to in such paragraph 2.5relevant Seller; orand (b) otherwisehave not been withdrawn or terminated, provided that such nine-month time limit shall not start to run: (i) in the case of any Claim shall be unenforceable against any Vendor which is based on a liability which a contingent liability until such time as the expiry of the period of 6 months following the date on which such contingent liability becomes an actual liability; and (ii) any Claim to which paragraphs 9 or 14 of this Schedule 7 applies, unless proceedings in respect of each case, until such Claim have been served on paragraph no longer applies to such Vendor within such periodClaim.

Time Limits on Claims. 2.1 Subject to paragraph 2.3, a Vendor shall The Seller will not be liable (and no claim shall be brought against any Vendor) in respect of any Claim, and any such Claim or claim under the Tax Covenant will be wholly barred and unenforceable unless the Purchaser Buyer has given notice in writing of such Claim or claim under to the Tax Covenant to such VendorSeller: (a) in the case of a claim made under the Tax Warranties or under the Tax Deed of Covenant as soon as reasonably practicable after the Purchaser becomes aware of such claimClaim, and in any event within the period of seven five years beginning with the date of this Agreement; andCompletion Date; (b) in any other casethe case of a Fundamental Warranty Claim, as soon as reasonably practicable after the Purchaser becomes aware of such claim, and in any event within the period of 18 two years beginning with the Completion Date; and (c) in the case of any other Claim, within the period of 12 months beginning with the date of this AgreementCompletion Date. 2.2 Subject to paragraph 2.3, the Any notice referred to in paragraph 2.1 shall include a summary of the nature of the Claim as far as it is known to the Purchaser and the amount claimed (detailing the Purchaser’s calculation of the loss thereby alleged to have been suffered). 2.3 Any failure by the Purchaser tomust: (a) give notice of a Claim or a claim under be given by the Tax Covenant Buyer to the Seller as soon as reasonably practicable and, in accordance with paragraph 2.1; orany event, within 30 Business Days of the Buyer becoming aware of the facts, matters, circumstances or events giving rise to such Claim; (b) serve a notice which complies with include such detail and supporting evidence as is reasonably available to the provisions of paragraph 2.2, shall not relieve any Vendor of liability in respect Buyer at the time of the relevant Claim facts and circumstances giving rise to the Claim, together with the Buyer’s good faith estimate of any alleged Liability; and (c) specify (without prejudice to the Buyer’s right subsequently to identify other Warranties which are breached by the same facts) the specific Warranties or claim under other provisions of this Deed which are alleged to have been breached, but the Tax Covenantfailure of the notice from the Buyer to comply with the requirements of sub-paragraphs (a), (b) and (c) will not operate to limit the Seller’s liability except to the extent that the liability of such Vendor under Seller’s ability to defend such Claim is prejudiced or claim under the Tax Covenant would be higher than it otherwise would have been Seller’s liability (or reasonably and properly incurred costs and expenses of the Seller in defending such Claim) is increased as a result of such failure but then only to the extent of any such increasefailure. 2.4 2.3 For the avoidance of doubt, the Purchaser Buyer may give notice of any single Claim in accordance with paragraph 2, whether or not the amount set out in paragraph 1.3 1.4 has been exceeded at the time the notice is given. 2.5 A Claim (other than a Claim under the Tax Warranties) notified in accordance with paragraph 2.1 of this Schedule 6 is unenforceable against any Vendor on the expiry of the period of 24 months after the date of this Agreement, unless proceedings 2.4 The Seller will not be liable in respect of such Claim have been served on such Vendor within such period. 2.6 In relation to any Claim (other than a Claim under Tax Covenant Claim), and the Tax Warranties) Seller’s liability in respect of any contingent liabilitysuch Claim will cease (and no new Claim may be made in respect of the facts, matter, events or circumstances giving rise to such Claim) to the extent not previously satisfied, withdrawn or settled, six months after the date on which the notice referred to in paragraph 2.1 is given unless court proceedings in respect of the subject matter of the Claim: (a) paragraph 2.5 of this Schedule 6 will apply where such contingent liability has become an actual liability during have been commenced by being both issued and validly served on the period referred to in such paragraph 2.5Seller; orand (b) otherwise, such Claim shall have not been withdrawn or terminated and are continuing to be unenforceable against any Vendor on pursued with reasonable diligence by the expiry of the period of 6 months following the date on which such contingent liability becomes an actual liability, unless proceedings in respect of such Claim have been served on such Vendor within such periodBuyer.

Time Limits on Claims. 2.1 Subject to paragraph 2.3, a No Vendor shall not be liable (and no claim shall be brought against any Vendor) in respect of any Claim or claim under the Tax Covenant for breach of a Fundamental Warranty, unless the Purchaser has given notice in writing of such Claim or claim under to the Tax Covenant to such Vendor: (a) ’s Representative and in the case of a claim made under an Institutional Vendor the Tax Warranties Institutional Vendor, on or under before the Tax Deed of Covenant as soon as reasonably practicable after the Purchaser becomes aware of such claim, and in any event within the period of seven years beginning with date that is [***] from the date of this Agreement; andCompletion. (b) 2.2 There shall be no liability in respect of any Warranty Claim other casethan an IP Claim or a Tax Warranty Claim, as soon as reasonably practicable after unless the Purchaser becomes aware has given notice in writing of such claim, and in any event within Warranty Claim to the period of 18 months beginning with Vendor’s Representative on or before the date that is [***] from the date of this AgreementCompletion. 2.2 Subject 2.3 There shall be no liability in respect of any IP Claim or Tax Claim, unless the Purchaser has given notice in writing of such IP Claim or Tax Claim (as applicable) to paragraph 2.3, the notice Vendor’s Representative on or before the date that is [***] from the date of Completion. 2.4 The notices referred to in paragraph paragraphs 2.1 to 2.3 shall include a summary of summary, stating in reasonable detail, the nature of the Claim as far as it is known to the Purchaser and the amount claimed (detailing provided that the failure to include such reasonable detail of the nature of the Claim shall not be a condition precedent to the liability of a party, or prejudice the Purchaser’s calculation of the loss thereby alleged right to have been suffered). 2.3 Any failure by the Purchaser to: (a) give notice of a Claim or a claim under this Agreement (unless such breach has prejudiced the Tax Covenant as soon as reasonably practicable in accordance with paragraph 2.1; or (b) serve a notice which complies with Vendors or the provisions of paragraph 2.2Warrantors, shall not relieve any Vendor of liability in respect of the relevant Claim or claim under the Tax Covenant, except to the extent that the liability of such Vendor under such Claim or claim under the Tax Covenant would be higher than it otherwise would have been as a result of such failure but then only to the extent of any such increaseprejudice). 2.4 2.5 For the avoidance of doubt, the Purchaser may give notice of any single Claim in accordance with this paragraph 22 (as applicable), whether or not the amount set out in paragraph 1.3 1.4 has been exceeded at the time the notice is given. 2.5 A 2.6 There shall be no liability for a Warranty Claim (other than a Claim under the Tax Warranties) notified in accordance with paragraph 2.1 of this Schedule 6 is unenforceable against any Vendor on the expiry of the period of 24 months after the date of this Agreement, unless proceedings in respect of such Warranty Claim have made within a period of [***] starting on the day of notification of the Warranty Claim (and provided that such Warranty Claim has not otherwise been served on such Vendor within such periodsatisfied, settled or withdrawn). 2.6 In relation to any 2.7 If a Warranty Claim (other than which is based on a Claim under the Tax Warranties) in respect of any contingent liability: (a) paragraph 2.5 of this Schedule 6 will apply where such liability which is a contingent liability has become an actual liability during is notified within the applicable time limit in paragraphs 2.1 to 2.3 inclusive, then the [***] period referred to in such paragraph 2.5; or (b) otherwise, such Claim shall be unenforceable against any Vendor 2.6 will commence on the expiry of the period of 6 months following the date day on which such the relevant contingent liability becomes an actual liability, unless proceedings in respect of such Claim have been served on such Vendor within such period.