Limitations in time. 3.1. The Seller will not be liable for any Claim (other than a Tax Warranty Claim) unless notice of it is given in writing (specifying in reasonable detail (to the extent such information is available at the time of the Claim) the matter which gives rise to the Seller Warranty Claim, the nature of the Seller Warranty Claim and the amount claimed in respect of such Seller Warranty Claim) by the Purchaser to the Seller no later than 12 months from the Transfer Date or the date on which they are given, whichever date is later, subject to paragraph 10 below. 3.2. Where in relation to a Seller Warranty Claim which had been notified in accordance with paragraph 3.1 of Part 1 of this Schedule 10, proceedings are not instituted (that is to say properly issued and validly served) within 12 months of the notice in question (unless previously satisfied, settled or withdrawn), the Seller shall cease to be liable therefore but subject to extension of time to deal with a situation where paragraph 10 applies in relation to a contingent liability.
Appears in 1 contract
Sources: Asset Purchase Agreement (Enhance Skin Products Inc)
Limitations in time. 3.1. The Seller Purchaser will not be liable for any Claim (other than a Tax Warranty Claim) unless notice of it is given in writing (specifying in reasonable detail (to the extent such information is available at the time of the Integumen Warranty Claim) the matter which gives rise to the Seller Integumen Warranty Claim, the nature of the Seller Integumen Warranty Claim and the amount claimed in respect of such Seller Integumen Warranty Claim) by the Purchaser Seller to the Seller Purchaser no later than 12 months from the Transfer Date or the date on which they are given, whichever date is later, subject to paragraph 10 9 below.
3.2. Where in relation to a Seller an Integumen Warranty Claim Claim, which had been notified in accordance with paragraph 3.1 of Part 1 2 of this Schedule 10, proceedings are not instituted (that is to say properly issued and validly served) within 12 months of the notice in question (unless previously satisfied, settled or withdrawn), the Seller Purchaser shall cease to be liable therefore but subject to extension of time to deal with a situation where paragraph 10 9 applies in relation to a contingent liability.
Appears in 1 contract
Sources: Asset Purchase Agreement (Enhance Skin Products Inc)