Examples of Title and Capacity Warranties in a sentence
Each of the warranties set out in Sections 5.1 and 5.2 (the “Title and Capacity Warranties”) shall survive Closing and the Purchaser shall be entitled to, at any time after the Closing Date, bring a claim against the Sellers for breach of the Title and Capacity Warranties.
For the avoidance of doubt, in the absence of fraud, deliberate non-disclosure or wilful concealment, all liability of the Sellers under this Agreement (other than in respect of the Title and Capacity Warranties) will lapse, except for the post-closing adjustment set forth in Section 3.4 and subject to Section 9.4.3 hereof, on and after the Closing Date.
The maximum respective liability of each Seller for any breach of the Title and Capacity Warranties shall be limited to the total amount of consideration received by the respective Seller pursuant to this Agreement.
Other than in respect of breach of the Title and Capacity Warranties and breach of Warranties based on fraud, deliberate non-disclosure or wilful concealment by Sellers, Purchaser has no other recourse for a breach of Warranties other than to make a claim or claims towards the Substantiated Claim Amount as set forth in Section 8.1(c)(i) of the Agreement.
Such references are given for convenience only and shall not limit the effect of any of the disclosures, all of which are made against the Seller’s Warranties (other than the Title and Capacity Warranties) as a whole.