Sellers’ Covenants definition
Examples of Sellers’ Covenants in a sentence
Without prejudice to the provisions of Clause 9.5 above, in the event the Sellers fail and/or neglect to perform any of the Sellers’ Covenants, this Agreement shall, at the option of the Buyer, stand cancelled and/or rescinded, upon which the Developer shall refund to the Buyer all payments received till that date, with interest @ 12% (twelve percent) per annum, from the date of payment to the date of refund.
Without prejudice to the provisions of Clause 9.5 above, in the event the Sellers fail and/or neglect to perform any of the Sellers’ Covenants, this Agreement shall, at the option of the Buyers, stand cancelled and/or rescinded, upon which the Developer shall refund to the Buyers all payments received till that date, with interest @ 12% (twelve percent) per annum, from the date of payment to the date of refund.
The remedies which the Parties may have against each other under or in connection with this Agreement, including for Breaches of any of the Sellers’ Representations, the Sellers’ Covenants, the Sellers’ Indemnities or any other indemnities covenants, agreements or undertakings set forth in this Agreement shall solely be governed by this Agreement and shall be the exclusive remedies available to them.
Furthermore, the Parties confirm that the limitations to the Sellers’ Guarantees and Sellers’ Covenants as specified in this Section 10 or otherwise in this Agreement shall form an integral part of the Sellers’ Guarantees and the Sellers’ Covenants, and that the Sellers’ Guarantees and the Sellers’ Covenants are only given subject to such provisions and limitations.
The Sellers’ liability for a Breach of a Sellers’ Guarantee (other than a Fundamental Guarantee made by a Seller as individual debtor) or a Tax Warranty and the Sellers’ Covenants pursuant to Sections 9.1, 9.2, 9.4 and 9.5 shall be (i) pro rata as set forth in Exhibit 11.4 (the “Pro Rata Share”) and (ii) a several liability as partial debtors (teilschuldnerische Haftung) in accordance with the Pro Rata Share.
Without prejudice to the provisions of Clause 9.5 above, in the event the Sellers fail and/or neglect to perform any of the Sellers’ Covenants, this Agreement shall, at the option of the Buyer, stand cancelled and/or rescinded, upon which the Developer shall refund to the Buyer all payments received till that date, with interest @ 10% (ten percent) per annum, from the date of payment to the date of refund.
Each Seller’s aggregate liability for any and all claims of the Purchaser for Breaches of any of the Sellers’ Covenants pursuant to Section 9.1 (other than Shareholders’ Matters) shall not exceed an amount equal to such Seller’s Pro Rata Share in [redacted][Description: Euro amount redacted].
Without prejudice to the provisions of Clause 9.5 above, in the event the Sellers fail and/or neglect to perform any of the Sellers’ Covenants, this Agreement shall, at the option of the Buyer, stand cancelled and/or rescinded, upon which Ideal shall refund to the Buyer all payments received till that date, with interest calculated @ 12% (twelve percent) per annum, from the date of payment to the date of refund.
The remedies which the Purchaser may have against any of the Sellers under or in connection with this Agreement, including for Breaches of any of the Sellers’ Guarantees or Tax Warranties or Sellers’ Covenants or any other obligation, covenant, agreement, undertaking or claim under or in connection with this Agreement, shall solely be governed by this Agreement and shall be the exclusive remedies available to the Purchaser.
Without prejudice to the provisions of Clause 9.5 above, in the event the Sellers fail and/or neglect to perform any of the Sellers’ Covenants, this Agreement shall, at the option of the Buyer, stand cancelled and/or rescinded, upon which the Assignor shall refund to the Buyer all payments received till that date, with interest calculated @ 12% (twelve percent) per annum, from the date of payment to the date of refund.