Common use of Claims Period Clause in Contracts

Claims Period. Except as provided in this Section 8.4, no claim for indemnification under this Agreement may be asserted by an Indemnified Party after the expiration of the appropriate claims period (the "Claims Period") which shall commence on the date hereof and shall terminate two (2) years after the date hereof. No Indemnified Party shall be entitled to make any claim for indemnification hereunder after the appropriate Claims Period; provided, however, that if prior to the close of business on the last day of the Claims Period, an Indemnifying Party shall have been properly notified of a claim for indemnity hereunder and such claim shall not have been finally resolved or disposed of at such date, the basis of such claim shall continue to survive with respect to such claim and shall remain a basis for indemnity hereunder with respect to such claim until such claim is finally resolved or disposed of in accordance with the terms hereof.

Appears in 5 contracts

Samples: Transition Services Agreement (RSL Communications PLC), Transition Services Agreement (RSL Communications PLC), Transition Services Agreement (RSL Communications PLC)

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Claims Period. Except as provided in this Section 8.46.4, no claim for indemnification under this Agreement may be asserted by an Indemnified Party after the expiration of twelve (12) months after the appropriate claims period date hereof (the "Claims Period") which shall commence on the date hereof and shall terminate two (2) years after the date hereof). No Indemnified Party shall be entitled to make any claim for indemnification hereunder after the appropriate Claims Period; provided, however, that if prior to the close of business on the last day of the Claims Period, an Indemnifying Party shall have been properly notified of a claim for indemnity hereunder and such claim shall not have been finally resolved or disposed of at such date, the basis of such claim shall continue to survive with respect to such claim and shall remain a basis for indemnity hereunder with respect to such claim until such claim is finally resolved or disposed of in accordance with the terms hereof.

Appears in 1 contract

Samples: Asset Purchase Agreement (RSL Communications PLC)

Claims Period. Except as provided in this Section 8.4, no claim for indemnification under this Agreement may be asserted by an Indemnified Party after the expiration of the appropriate claims period (the "Claims Period") which shall commence on the Closing Date and shall terminate on the second (2nd) anniversary of the Closing Date; provided, however, that the Claims Period with respect to Purchaser Losses arising under Sections 8.1(a), 8.1(b) and 8.1(d) of this Agreement shall commence on the date hereof and shall terminate two (2) years after the date hereof. No Indemnified Party shall be entitled to make any claim for indemnification hereunder after the appropriate Claims Periodsurvive and remain in effect without limitation, except as limited by law; provided, further, however, that if prior to the close of business on the last day of the Claims Period, an Indemnifying Party shall have been properly notified of a claim for indemnity hereunder and such claim shall not have been finally resolved or disposed of at such date, the basis of such claim shall continue to survive with respect to such claim and shall remain a basis for indemnity hereunder with respect to such claim until such claim is finally resolved or disposed of in accordance with the terms hereof.

Appears in 1 contract

Samples: Asset Purchase Agreement (Horizon Medical Products Inc)

Claims Period. Except as provided in For purposes of this Section 8.48, no a “Claims Period” shall be the period during which a claim for indemnification under this Agreement may be asserted under this Section 8 by an Indemnified Party Party, which period shall begin on the Closing Date and terminate eighteen (18) months after the expiration Closing Date; and from any breach of the appropriate claims period (representations and warranties contained in Sections 3.1, 3.2, 3.3, 3.4(b), 4.1, 4.2 4.3, 4.5, 4.10, 9.4 and 9.5 hereof, the "Claims Period") which Period shall commence on extend indefinitely, subject to any statute of limitations applicable to the date hereof and shall terminate two (2) years after underlying claim against such Indemnified Party. Notwithstanding the date hereof. No Indemnified Party shall be entitled to make any claim for indemnification hereunder after the appropriate Claims Period; providedforegoing, however, that if prior to the close of business on the last day of the applicable Claims Period, an Indemnifying Party shall have been properly notified of a claim for indemnity hereunder and such claim shall not have been finally resolved or disposed of at such date, the basis of such claim shall continue to survive with respect to such claim and shall remain a basis for indemnity hereunder with respect to such claim until such claim is finally resolved or disposed of in accordance with the terms hereof.

Appears in 1 contract

Samples: Share Purchase Agreement (Esco Inc)

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Claims Period. Except as provided in this Section 8.4, no claim for indemnification under this Agreement may be asserted by an Indemnified Party after the expiration of the appropriate claims period (the "Claims Period") which shall commence on the Closing Date and shall terminate on the [fifth (5th)] anniversary of the Closing Date; provided, however, that the Claims period with respect to Purchaser Losses arising under Sections 8.1(a), 8.1(b) and 8.1(d) of this Agreement shall commence on the date hereof and shall terminate two (2) years after the date hereof. No Indemnified Party shall be entitled to make any claim for indemnification hereunder after the appropriate Claims Periodsurvive and remain in effect without limitation, except as limited by law; provided, further, however, that if prior to the close of business on the last day of the Claims Period, an Indemnifying Party shall have been properly notified of a claim for indemnity hereunder and such claim shall not have been finally resolved or disposed of at such date, the basis of such claim shall continue to survive with respect to such claim and shall remain a basis for indemnity hereunder with respect to such claim until such claim is finally resolved or disposed of in accordance with the terms hereof.

Appears in 1 contract

Samples: Asset Purchase Agreement (Horizon Medical Products Inc)

Claims Period. Except as provided in this Section 8.4, no claim for indemnification under this Agreement may be asserted by an Indemnified Party after the expiration of the appropriate claims period (the "Claims Period") which shall commence on the date hereof and shall terminate two (2) years after the date hereof. No Indemnified Party shall be entitled to make any claim for indemnification hereunder after the appropriate Claims Period; provided, however, that if prior to the close of business on the last day of the Claims Period, an Indemnifying Party shall have been properly notified of a claim for indemnity hereunder and such claim shall not have been finally resolved or disposed of at such date, . the basis of such claim shall continue to survive with respect to such claim and shall remain a basis for indemnity hereunder with respect to such claim until such claim is finally resolved or disposed of in accordance with the terms hereof.

Appears in 1 contract

Samples: Transition Services Agreement (RSL Communications PLC)

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