Warranty Claims Against Entrust. 6.5.1. Warranty claims in connection with a breach of the representations of ENTRUST made under Sec. 6.1 to 6.3 are subject to the following limitations: (a) The claims shall be capped at USD 10.-- per CONSIDERATION SHARE, i.e. the difference between the agreed upon price per CONSIDERATION SHARE of USD 58.30 and the price of USD 48.30 guaranteed by Sec. 2.4.2. (b) If the conditions for the exercise of PUT RIGHT pursuant to Sec. 2. 4.1. are fulfilled, any warranty claim shall be excluded altogether. 6.5.2. If the breach of Sec. 6.4.3 impairs the enforceability of the PUT RIGHT of Sec. 2.4.1. and 2.4.3, the claim shall be capped at 58.30 per CONSIDERATION SHARE. 6.5.3. Without prejudice to the foregoing, Warranty Claims shall be subject to a time-bar of 24 months following CLOSING.
Appears in 2 contracts
Samples: Share Purchase Agreement (Entrust Technologies Inc), Share Purchase Agreement (Entrust Technologies Inc)
Warranty Claims Against Entrust. 6.5.1. Warranty claims in connection with a breach of the representations of ENTRUST made under Sec. 6.1 to 6.3 are subject to the following limitations:
(a) The claims shall be capped at USD 10.-- per CONSIDERATION SHARE, i.e. the difference between the agreed upon price per CONSIDERATION SHARE of USD 58.30 and the price of USD 48.30 guaranteed by Sec. 2.4.2.
(b) If the conditions for the exercise of PUT RIGHT pursuant to Sec. 2.
4.1. are fulfilled, any warranty claim shall be excluded altogether.
6.5.2. If the breach of Sec. 6.4.3 impairs the enforceability of the PUT RIGHT of Sec. 2.4.1. and 2.4.3, the claim shall be capped at 58.30 per CONSIDERATION SHARE.
6.5.3. Without prejudice to the foregoing, Warranty Claims shall be subject to a time-bar of 24 months following CLOSING.
Appears in 2 contracts
Samples: Share Purchase Agreement (Entrust Technologies Inc), Share Purchase Agreement (Entrust Technologies Inc)
Warranty Claims Against Entrust. 6.5.1. 6.5.1 Warranty claims in connection with a breach of the representations of ENTRUST made under Sec. 6.1 to 6.3 are subject to the following limitations:
(a) The claims shall be capped at USD 10.-- per CONSIDERATION SHARE, i.e. the difference between the agreed upon price per CONSIDERATION SHARE of USD 58.30 and the price of USD 48.30 guaranteed by Sec. 2.4.2.
(b) If the conditions for the exercise of PUT RIGHT pursuant to Sec. 2.
4.1. are fulfilled, any warranty claim shall be excluded altogether.
6.5.2. 6.5.2 If the breach of Sec. 6.4.3 impairs the enforceability of the PUT RIGHT of Sec. 2.4.1. and 2.4.3, the claim shall be capped at 58.30 per CONSIDERATION SHARE.
6.5.3. 6.5.3 Without prejudice to the foregoing, Warranty Claims shall be subject to a time-bar of 24 months following CLOSING.
Appears in 1 contract
Samples: Share Purchase Agreement (Entrust Technologies Inc)