Covenant Claim definition

Covenant Claim means any claim by the Indemnified Party for payment under paragraph 2.1(a) hereof;
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Covenant Claim has the meaning given in part 1 of Schedule 4;
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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.
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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.

  • 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 Seller shall not be liable for any Claim (other than an Indemnity Claim or a Tax Covenant Claim) if, but only to the extent that, the Purchaser had knowledge of any matter or thing which it knew would or would be reasonably likely to give rise to an actionable Claim at the date of this agreement.

  • The Seller shall not be liable for any Claim (other than an Indemnity Claim or a Tax Covenant Claim or a General Warranty Claim in respect of the General Warranty in paragraph 22.7 of schedule 2) if, but only to the extent that, the matter or thing giving rise to such Claim has been Fairly Disclosed.


More Definitions of Covenant Claim

Covenant Claim shall not mean or include any Environmental Claim.
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Covenant Claim any claim made by the Buyer pursuant to part 3 of this Schedule 4; “Covenantors” the Sellers;
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Covenant Claim has the meaning given to it in the Tax Schedule;
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Covenant Claim a claim under the covenant in paragraph 2 of this Schedule; “Covenantors” the Sellers;
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Covenant Claim means, with respect to any person, any claim -------------- arising out of or otherwise in respect of any breach of any covenant or agreement (including without limitation, those set forth in Section 12 hereof but excluding breaches (other than intentional breaches) of Section 6.1.1 or Section 6.1.2 hereof) of such person, contained in this Agreement or in any certificate or schedule delivered by such person pursuant hereto or any agreement contemplated hereby.
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Covenant Claim has the meaning assigned to it in Section 11.2 hereof. --------------
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Covenant Claim has the meaning given to it in Schedule 7;
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