SPA Claim definition

SPA Claim is defined in clause 19.1;
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SPA Claim means a claim pursuant to the terms of this Agreement which is not a Claim or a Tax Covenant Claim.
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SPA Claim means any claim arising out of or in connection with this Agreement and/or the Acquisition Documents; "Strategic Companies Law" Federal Law of the Russian Federation No. 57-FZ dated April 29, 2008, On the Procedure for Making Foreign Investments in Companies Which Are Of Strategic Importance for Ensuring the Country's Defense and State Security (as amended);
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Examples of SPA Claim in a sentence

  • In case the Seller and not Telpart defends the SPA Claim under the SPA Indemnification Procedure, the Purchaser may participate, at its own expense, in the defense of such SPA Claim by means of indication of a separate counsel, who may discuss and agree with the Seller’s counsel the strategy for such SPA Claim, unless Telpart does not grant its consent to such participation of the Purchaser, if such consent is required.

  • In case Telpart desires to enter into a compromise or a settlement in connection with any SPA Claim that depends on the prior written consent of the Seller, the Seller shall agree with the Purchaser whether such consent shall or shall not be granted to Telpart.

  • The Seller shall use reasonable best efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper or advisable to obtain the best possible outcome of the SPA Claim to the extent possible under the SPA Indemnification Procedure.

  • Upon the receipt of such notice, the Seller shall immediately address to Telpart a written notice of the assertion of the SPA Claim in order to trigger the indemnification procedure provided for in ARTICLE 8 of the SPA (“SPA Indemnification Procedure”).

  • Settlement of any CTH SPA Claim Value in full by ATT (or Purchaser as the case may be) in accordance with this Clause 7.1 shall be deemed a good discharge of ATT’s obligation to pay the CTH SPA Claim Value to the claimant party pursuant to any CTH SPA Claim.

  • SPA (a) Subject to Clause 7.2, this Clause 7.1 sets out the mechanism upon which ATT, Purchaser and TVF BTIH agree to settle any obligation to make a payment in respect of any CTH SPA Claim that may arise from time to time.

Related to SPA Claim

  • AWR Claim means any complaint or claim to a tribunal or court made by or on behalf of the Agency Worker against the Hirer and/or the Employment Business for any breach of the AWR;

  • IPR Claim means any claim of infringement or alleged infringement (including the defence of such infringement or alleged infringement) of any IPR, used to provide the Services or as otherwise provided and/or licensed by the Supplier (or to which the Supplier has provided access) to the Authority in the fulfilment of its obligations under this Framework Agreement;

  • Unresolved Claim means a Claim, which at the relevant time, in whole or in part: (a) has not been Finally Determined to be a Proven Claim in accordance with the Amended Claims Procedure Order and this Plan; (b) is validly disputed in accordance with the Amended Claims Procedure Order; and/or (c) remains subject to review and for which a Notice of Allowance or Notice of Revision or Disallowance (each as defined in the Amended Claims Procedure Order) has not been issued to the Creditor in accordance with the Amended Claims Procedure Order as at the date of this Plan, in each of the foregoing clauses, including both as to proof and/or quantum;

  • Indemnity Claim has the meaning set forth in Section 8.3.

  • Fraud Claim means any claim based in whole or in part upon fraud, willful misconduct or intentional misrepresentation.