Covenant Claim definition

Covenant Claim means any claim by the Indemnified Party for payment under paragraph 2.1(a) hereof;

Covenant Claim means any claim arising out of or otherwise in respect of any breach of any covenant or agreement of the Seller or the Buyer, as the case may be, contained in this Agreement or any agreement contemplated hereby; provided that the term "Covenant Claim" shall not mean or include any Environmental Claim.

Covenant Claim shall not mean or include any Environmental Claim.

Examples of Covenant Claim in a sentence

• The Indemnifying Party shall pay the Indemnified Party any amount which is due to be paid pursuant to the terms herein on or before the date falling twenty (20) Business Days after the amount of Environmental Losses has been finally agreed or determined in accordance with this Schedule or such other timescales or payment dates as are agreed between the parties in respect of an agreed settlement of any Covenant Claim or Retained Environmental Liability Claim by the parties.

• If the same fact, matter, event or circumstance gives rise to more than one Claim, Separation Claim, Reorganisation Indemnity Claim or Tax Covenant Claim or an adjustment to the Consideration, the Buyer shall not be entitled to recover more than once in respect of the same loss.

• The Court Correctly Rejected Defendants’ Anticipatory Breach Argument Because Plaintiffs Premised the Implied Covenant Claim on a Breach That Already Occurred.

• Whether the half-billion gap in consideration is true or illusory, and the state of mind of those acting on behalf of the General Partner, await factual development.B. The Implied Covenant Claim Regarding the implied covenant claim, the Plaintiff argues that he has asserted an actionable claim on the basis that the Conflicts Committee was improperly constrained and relied on Simmons’ flawed opinion.

• Plaintiffs’ Implied Covenant Claim Must Be Dismissed Because The Parties Consciously Excluded Pre-Effective Date Billed Invoices From The Agreement’s Waterfall.

More Definitions of Covenant Claim

Covenant Claim has the meaning given in part 1 of Schedule 4;

Covenant Claim means, with respect to any person, any claim -------------- arising out of or otherwise in respect of any breach of any covenant or agreement (including without limitation, those set forth in Section 12 hereof but excluding breaches (other than intentional breaches) of Section 6.1.1 or Section 6.1.2 hereof) of such person, contained in this Agreement or in any certificate or schedule delivered by such person pursuant hereto or any agreement contemplated hereby.

Covenant Claim has the meaning assigned to it in Section 11.2 hereof. --------------

Covenant Claim is defined in Section 13.4(c).

Covenant Claim means any claim for indemnification made under clause (iii) of Section 13.1(a) or clause (ii) of Section 13.2(a).

Covenant Claim has the meaning set forth in Section 8.3(c)(ii).

Covenant Claim means any claim which would (but for the provisions of this schedule 5) be capable of being made against the Seller in respect of any liability under the Tax Covenant;