Covenant Claim definition

Covenant Claim means any claim by the Indemnified Party for payment under paragraph 2.1(a) hereof;
Covenant Claim means any claim arising out of or otherwise in respect of any breach of any covenant or agreement of the Seller or the Buyer, as the case may be, contained in this Agreement or any agreement contemplated hereby; provided that the term "Covenant Claim" shall not mean or include any Environmental Claim.
Covenant Claim shall not mean or include any Environmental Claim.

Examples of Covenant Claim in a sentence

  • The Indemnifying Party shall pay the Indemnified Party any amount which is due to be paid pursuant to the terms herein on or before the date falling twenty (20) Business Days after the amount of Environmental Losses has been finally agreed or determined in accordance with this Schedule or such other timescales or payment dates as are agreed between the parties in respect of an agreed settlement of any Covenant Claim or Retained Environmental Liability Claim by the parties.

  • Whether the half-billion gap in consideration is true or illusory, and the state of mind of those acting on behalf of the General Partner, await factual development.B. The Implied Covenant Claim Regarding the implied covenant claim, the Plaintiff argues that he has asserted an actionable claim on the basis that the Conflicts Committee was improperly constrained and relied on Simmons’ flawed opinion.

  • If the same fact, matter, event or circumstance gives rise to more than one Claim, Separation Claim, Reorganisation Indemnity Claim or Tax Covenant Claim or an adjustment to the Consideration, the Buyer shall not be entitled to recover more than once in respect of the same loss.

  • No member of the Seller Group shall be liable for damages or other payment in respect of any individual Warranty Claim or Tax Covenant Claim (or, in each case, series of related Warranty Claims or Tax Covenant Claims with respect to the same events, facts or circumstances), where the liability agreed or determined in accordance with paragraph 1.3 above in respect of such Claim(s) does not exceed an amount equal to EUR 60,000.

  • The Warrantors shall not be liable for any Claim or Interim Covenant Claim (as the case may be) to the extent that the losses in respect of which such Claim or Interim Covenant Claim is made are recovered by the Purchaser or a member of the Purchaser’s Group under a policy of insurance.


More Definitions of Covenant Claim

Covenant Claim has the meaning given in part 1 of Schedule 4;
Covenant Claim has the meaning given to it in the Tax Schedule;
Covenant Claim means any claim for indemnification made under clause (iii) of Section 13.1(a) or clause (ii) of Section 13.2(a).
Covenant Claim any claim made by the Buyer pursuant to part 3 of this Schedule 4; “Covenantors” the Sellers;
Covenant Claim is defined in Section 13.4(c).
Covenant Claim any claim made pursuant to paragraph 2 of this Tax Covenant;
Covenant Claim any claim made pursuant to paragraph 2 of part 1 of this Schedule;