Title Claims definition

Title Claims means legal proceedings brought in any court of competent jurisdiction that is not a United States federal or state court seeking (i) damages from Buyer, or (ii) to impose a Lien upon the Shares in QAL, or (iii) to challenge or divest Buyer's legal or beneficial ownership of the Shares in QAL, if success in such proceedings would render any of the representations and warranties made by Kaiser or KACC in Clauses 13.1(a) to (c) not being true and correct in all material respects on the date of this Agreement or on and as of the Closing Date.
Title Claims has the meaning given in Section 9.3.1(a);
Title Claims means any claims, liabilities notices, actions, causes of action (arising under common law, contract or statute), suits, judgments, demands, liens, governmental or private investigations arising due to any Lien or encumbrance, other than a Permitted Lien, on any property or assets owned or used by any Live Earth Company.

Examples of Title Claims in a sentence

  • The aggregate liability of Kaiser and KACC with respect to Liabilities incurred by Buyer Indemnified Parties as a result of breaches of representations and warranties made by Kaiser or KACC in (i) Clause 13.1(a) to (c) other than Title Claims, (ii) Clause 13.1(d) to (s) (inclusive) and (iii) Clause 13.2 shall not exceed US$10,000,000.

  • Material Title Claims shall not include any Title Defect that is cured by Quicksilver.

  • The aggregate liability of Seller for Title Claims plus (i) General Claims and (ii) IP Claims shall not exceed the Purchase Price, provided that the caps for General Claims and IP Claims in the previous sentences shall continue to apply (herein together “Liability Caps”).

  • The aggregate liability of Kaiser and KACC with respect to Liabilities incurred by Buyer Indemnified Parties as a result of breaches of representations and warranties made by Kaiser and KACC in Clause 13.1(a) to (c) in respect of Title Claims shall not exceed the Final Purchase Price (excluding any GST payable on relevant supplies).

  • Without limiting any of the foregoing provisions of this Section 11.5, the parties hereby agree that the maximum aggregate liability of the Securityholders under this Article 11 shall in no event exceed the Escrow Amount, except that this limitation shall not apply to Title Claims or claims contemplated in Section 13.16.


More Definitions of Title Claims

Title Claims shall have the meaning ascribed thereto in Section 10.3.1(a) hereof.
Title Claims has the meaning set forth in Section 8(i) below.
Title Claims has the meaning specified in Section 11.2(a).
Title Claims means any and all Liabilities arising from, related to or based upon the state of title to the Assets (including Liabilities based upon trespass or similar legal theories), but excluding Liabilities based upon the state of title to the Real Property resulting from Seller's acts during the Seller Ownership Period.
Title Claims means, with respect to any Securityholder, any claim brought against such Securityholder based upon the breach by such Securityholder of the representations and warranties made by such Securityholder in Section 3.3(a).
Title Claims means, with respect to any Shareholder, any claim brought against such Shareholder based upon the breach by such Shareholder of the representations and warranties made by such Shareholder in Section 6.01.
Title Claims has the meaning set forth in Section 4(i) below.