Common use of Limitations on Warranty Claims Clause in Contracts

Limitations on Warranty Claims. 10.1. The Purchaser shall not be entitled to make any claim against the Seller in respect of a breach of any of the warranties given in terms of clause 9.1 or otherwise in connection with the Sale Shares (“Claim”) unless: 10.1.1. such Claim is notified to the Seller in writing within 36 (thirty six) months of the Closing Date; and 10.1.2. the amount of any such Claim, arising from a single cause of action or a series of interdependent related causes of action, exceeds ▇▇$▇▇▇ ▇▇▇ (▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Dollars); provided that if the requirement in clause 10.1.1 is met and the threshold set out in this clause 10.1.2 is exceeded, then subject to clauses 10.2 and 10.3 the Seller shall be liable to the Purchaser for the full amounts of such Claims (i.e. not just the excess above such threshold). 10.2. The aggregate liability of the Seller to the Purchaser for all Claims, shall be limited to an aggregate amount equal to the Purchase Price. 10.3. The Seller shall not be liable to make payment of any Claim, to the extent that making such payment would be contrary to any law.

Appears in 3 contracts

Sources: Share Purchase Agreement, Share Purchase Agreement (Grindrod Shipping Holdings Ltd.), Share Purchase Agreement (Grindrod Shipping Holdings Ltd.)