Common use of Independent Covenant Clause in Contracts

Independent Covenant. All of the covenants in this Section 13 shall be construed as an agreement independent of any other provision in this Agreement, and the existence of any claim or cause of action of any STOCKHOLDER against CSI (including the subsidiaries thereof), whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by CSI of such covenants. It is specifically agreed that the period of five (5) years stated at the beginning of this Section 13, during which the agreements and covenants of each STOCKHOLDER made in this Section 13 shall be effective, shall be computed by excluding from such computation any time during which such STOCKHOLDER is in violation of any provision of this Section 13. The covenants contained in Section 13 shall not be affected by any breach of any other provision hereof by any party hereto and shall have no effect if the transactions contemplated by this Agreement are not consummated.

Appears in 8 contracts

Samples: Agreement and Plan of Organization (Comfort Systems Usa Inc), Agreement and Plan of Organization (Comfort Systems Usa Inc), Agreement and Plan of Organization (Comfort Systems Usa Inc)

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Independent Covenant. All of the covenants in this Section 13 shall be construed as an agreement independent of any other provision in this Agreement, and the existence of any claim or cause of action of any STOCKHOLDER against CSI METALS (including the subsidiaries thereof), whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by CSI METALS of such covenants. It is specifically agreed that the period of five (5) years stated at the beginning of this Section 13, during which the agreements and covenants of each STOCKHOLDER made in this Section 13 shall be effective, shall be computed by excluding from such computation any time during which such STOCKHOLDER is in violation of any provision of this Section 13. The covenants contained in Section 13 shall not be affected by any breach of any other provision hereof by any party hereto and shall have no effect if the transactions contemplated by this Agreement are not consummated.

Appears in 8 contracts

Samples: Agreement and Plan of Organization (Metals Usa Inc), Agreement and Plan of Organization (Metals Usa Inc), Agreement and Plan of Organization (Metals Usa Inc)

Independent Covenant. All of the covenants in this Section 13 shall be construed as an agreement independent of any other provision in this Agreement, and the existence of any claim or cause of action of any STOCKHOLDER against CSI HOLDING (including the subsidiaries thereof), whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by CSI HOLDING of such covenants. It is specifically agreed that the period of five four (54) years stated at the beginning of this Section 13, during which the agreements and covenants of each STOCKHOLDER made in this Section 13 shall be effective, shall be computed by excluding from such computation any time during which such STOCKHOLDER is in violation of any provision of this Section 13. The covenants contained in Section 13 shall not be affected by any breach of any other provision hereof by any party hereto and shall have no effect if the transactions contemplated by this Agreement are not consummated.

Appears in 8 contracts

Samples: Agreement and Plan of Organization (Enfinity Corp), Enfinity Corp, Enfinity Corp

Independent Covenant. All of the covenants in this Section 13 shall be construed as an agreement independent of any other provision in this Agreement, and the existence of any claim or cause of action of any STOCKHOLDER against CSI MARINEMAX (including the subsidiaries thereof), whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by CSI MARINEMAX of such covenants. It is specifically agreed that the period of five (5) years stated at the beginning of this Section 13, during which the agreements and covenants of each STOCKHOLDER made in this Section 13 shall be effective, shall be computed by excluding from such computation any time during which such STOCKHOLDER is in violation of any provision of this Section 13. The covenants contained in Section 13 shall not be affected by any breach of any other provision hereof by any party hereto and shall have no effect if the transactions contemplated by this Agreement are not consummated.

Appears in 5 contracts

Samples: 6 Agreement and Plan of Organization (Marinemax Inc), Agreement of Merger and Plan (Marinemax Inc), Agreement and Plan of Organization (Marinemax Inc)

Independent Covenant. All of the covenants in this Section 13 shall be construed as an agreement independent of any other provision in this Agreement, and the existence of any claim or cause of action of any STOCKHOLDER against CSI CTS (including the subsidiaries thereof), whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by CSI CTS of such covenants. It is specifically agreed that the period of five four (54) years stated at the beginning of this Section 13, during which the agreements and covenants of each STOCKHOLDER made in this Section 13 shall be effective, shall be computed by excluding from such computation any time during which such STOCKHOLDER is in violation of any provision of this Section 13. The covenants contained in Section 13 shall not be affected by any breach of any other provision hereof by any party hereto and shall have no effect if the transactions contemplated by this Agreement are not consummated.

Appears in 5 contracts

Samples: Agreement and Plan of Organization (Condor Technology GRP), Agreement and Plan of Organization (Condor Technology GRP), Agreement and Plan of Organization (Condor Technology GRP)

Independent Covenant. All of the covenants in this Section 13 shall be construed as an agreement independent of any other provision in this Agreement, and the existence of any claim or cause of action of any STOCKHOLDER against CSI PC (including the subsidiaries thereof), whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by CSI PC of such covenants. It is specifically agreed that the period of five (5) years stated at the beginning of this Section 13, during which the agreements and covenants of each STOCKHOLDER made in this Section 13 shall be effective, shall be computed by excluding from such computation any time during which such STOCKHOLDER is in violation of any provision of this Section 13. The covenants contained in Section 13 shall not be affected by any breach of any other provision hereof by any party hereto and shall have no effect if the transactions contemplated by this Agreement are not consummated.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Medical Manager Corp), Agreement and Plan of Reorganization (Medical Manager Corp), Agreement and Plan of Reorganization (Medical Manager Corp)

Independent Covenant. All of the covenants in this Section 13 shall be construed as an agreement independent of any other provision in this Agreement, and the existence of any claim or cause of action of any the STOCKHOLDER against CSI (including the subsidiaries thereof), whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by CSI of such covenants. It is specifically agreed that the period of five (5) years stated at the beginning of this Section 13, during which the agreements and covenants of each the STOCKHOLDER made in this Section 13 shall be effective, shall be computed by excluding from such computation any time during which such the STOCKHOLDER is in violation of any provision of this Section 13. The covenants contained in Section 13 shall not be affected by any breach of any other provision hereof by any party hereto and shall have no effect if the transactions contemplated by this Agreement are not consummated.

Appears in 3 contracts

Samples: Agreement and Plan of Organization (Comfort Systems Usa Inc), Agreement and Plan of Organization (Comfort Systems Usa Inc), Agreement and Plan of Organization (Comfort Systems Usa Inc)

Independent Covenant. All of the covenants in this Section 13 shall be -------------------- construed as an agreement independent of any other provision in this Agreement, and the existence of any claim or cause of action of any STOCKHOLDER against CSI HDS (including the subsidiaries thereof), whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by CSI HDS of such covenants. It is specifically agreed that the period of five four (54) years stated at the beginning of this Section 13, during which the agreements and covenants of each STOCKHOLDER made in this Section 13 shall be effective, shall be computed by excluding from such computation any time during which such STOCKHOLDER is in violation of any provision of this Section 13. The covenants contained in this Section 13 shall not be affected by any breach of any other provision hereof by any party hereto and shall have no effect if the transactions contemplated by this Agreement are not consummated.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Hospitality Design & Supply Inc), Agreement and Plan of Reorganization (Hospitality Design & Supply Inc), Agreement and Plan of Reorganization (Hospitality Design & Supply Inc)

Independent Covenant. All of the covenants in this Section Article 13 shall be construed as an agreement independent of any other provision in this Agreement, and the existence of any claim or cause of action of any STOCKHOLDER Member against CSI Clarant (including the subsidiaries thereof), whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by CSI Clarant of such covenants. It is specifically agreed that the period of five three (53) years stated at the beginning of this Section Article 13, during which the agreements and covenants of each STOCKHOLDER Member made in this Section Article 13 shall be effective, shall be computed by excluding from such computation any time during which such STOCKHOLDER Member is in violation of any provision of this Section Article 13. The covenants contained in Section Article 13 shall not be affected by any breach of any other provision hereof by any party hereto and shall have no effect if the transactions contemplated by this Agreement are not consummated.

Appears in 2 contracts

Samples: Agreement and Plan of Organization (Luminant Worldwide Corp), Agreement and Plan of Organization (Luminant Worldwide Corp)

Independent Covenant. All of the covenants in this Section 13 shall be construed as an agreement independent of any other provision in this Agreement, and the existence of any claim or cause of action of any STOCKHOLDER against CSI CEI (including the subsidiaries thereof), whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by CSI CEI of such covenants. It is specifically agreed that the period of five three (53) years stated at the beginning of this Section 13, during which the agreements and covenants of each STOCKHOLDER made in this Section 13 shall be effective, shall be computed by excluding from such computation any time during which such STOCKHOLDER is in violation of any provision of this Section 13. The covenants contained in Section 13 shall not be affected by any breach of any other provision hereof by any party hereto and shall have no effect if the transactions contemplated by this Agreement are not consummated.

Appears in 2 contracts

Samples: Agreement and Plan of Organization (Collectibles Usa Inc), Agreement and Plan of Organization (Collectibles Usa Inc)

Independent Covenant. All of the covenants in this Section 13 shall be construed as an agreement independent of any other provision in this Agreement, and the existence of any claim or cause of action of any STOCKHOLDER against CSI HOLDING (including 56 the subsidiaries thereof), whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by CSI HOLDING of such covenants. It is specifically agreed that the period of five four (54) years stated at the beginning of this Section 13, during which the agreements and covenants of each STOCKHOLDER made in this Section 13 shall be effective, shall be computed by excluding from such computation any time during which such STOCKHOLDER is in violation of any provision of this Section 13. The covenants contained in Section 13 shall not be affected by any breach of any other provision hereof by any party hereto and shall have no effect if the transactions contemplated by this Agreement are not consummated.

Appears in 1 contract

Samples: Enfinity Corp

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Independent Covenant. All of the covenants in this Section 13 shall -------------------- be construed as an agreement independent of any other provision in this Agreement, and the existence of any claim or cause of action of any STOCKHOLDER against CSI HDS (including the subsidiaries thereof), whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by CSI HDS of such covenants. It is specifically agreed that the period of five four (54) years stated at the beginning of this Section 13, during which the agreements and covenants of each STOCKHOLDER made in this Section 13 shall be effective, shall be computed by excluding from such computation any time during which such STOCKHOLDER is in violation of any provision of this Section 13. The covenants contained in this Section 13 shall not be affected by any breach of any other provision hereof by any party hereto and shall have no effect if the transactions contemplated by this Agreement are not consummated.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Hospitality Design & Supply Inc)

Independent Covenant. All of the covenants in this Section 13 -------------------- shall be construed as an agreement independent of any other provision in this Agreement, and the existence of any claim or cause of action of any STOCKHOLDER against CSI HDS (including the subsidiaries thereof), whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by CSI HDS of such covenants. It is specifically agreed that the period of five four (54) years stated at the beginning of this Section 13, during which the agreements and covenants of each STOCKHOLDER made in this Section 13 shall be effective, shall be computed by excluding from such computation any time during which such STOCKHOLDER is in violation of any provision of this Section 13. The covenants contained in this Section 13 shall not be affected by any breach of any other provision hereof by any party hereto and shall have no effect if the transactions contemplated by this Agreement are not consummated.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Hospitality Design & Supply Inc)

Independent Covenant. All of the covenants in this Section 13 shall be construed as an agreement independent of any other provision in this Agreement, and the existence of any claim or cause of action of any the STOCKHOLDER against CSI CTS (including the subsidiaries thereof), whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by CSI CTS of such covenants. It is specifically agreed that the period of five four (54) years stated at the beginning of this Section 13, during which the agreements and covenants of each the STOCKHOLDER made in this Section 13 shall be effective, shall be computed by excluding from such computation any time during which such the STOCKHOLDER is in violation of any provision of this Section 13. The covenants contained in Section 13 shall not be affected by any breach of any other provision hereof by any party hereto and shall have no effect if the transactions contemplated by this Agreement are not consummated.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Condor Technology GRP)

Independent Covenant. All of the covenants in this Section 13 12 shall be construed as an agreement independent of any other provision in this Agreement, and the existence of any claim or cause of action of the Seller against RV Centers or any STOCKHOLDER against CSI (including the subsidiaries subsidiary thereof), whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by CSI RV Centers of such covenants. It is specifically agreed that the period of five (5) years stated at the beginning of this Section 1312, during which the agreements and covenants of each STOCKHOLDER the Seller made in this Section 13 12 shall be effective, shall be computed by excluding from such computation any time during which such STOCKHOLDER the Seller is in violation of any provision of this Section 1312. The covenants contained in Section 13 12 shall not be affected by any breach of any other provision hereof by any party hereto and shall have no effect if the transactions contemplated by in this Agreement are not consummated.

Appears in 1 contract

Samples: Asset Purchase Agreement (Rv Centers Inc)

Independent Covenant. All of the covenants in this Section 13 shall be construed as an agreement independent of any other provision in this Agreement, and the existence of any claim or cause of action of any STOCKHOLDER of the individuals referred to in Section 10.3 (a) above against CSI INCL (including the subsidiaries thereofor its parent, affiliates or subsidiaries), whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by CSI INCL of such covenants. It is specifically agreed that the period of five four (54) years stated at the beginning of this Section 13Section, during which the agreements and covenants of each STOCKHOLDER individual made in this Section 13 shall be effective, shall be computed by excluding from such computation any time during which such STOCKHOLDER individual is in violation of any provision of this Section 13Section. The covenants contained in Section 13 shall not be affected by any breach of any other provision hereof by any party hereto and shall have no effect if the transactions contemplated by this Agreement are not consummated.

Appears in 1 contract

Samples: Asset Purchase Agreement (I Incubator Com Inc)

Independent Covenant. All of the covenants in this Section 13 shall be construed as an agreement independent of any other provision in this Agreement, and the existence of any claim or cause of action of any Management STOCKHOLDER against CSI CTS (including the subsidiaries thereof), whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by CSI CTS of such covenants. It is specifically agreed that the period of five four (54) years stated at the beginning of this Section 13, during which the agreements and covenants of each Management STOCKHOLDER made in this Section 13 shall be effective, shall be computed by excluding from such computation any time during which such Management STOCKHOLDER is in violation of any provision of this Section 13. The covenants contained in Section 13 shall not be affected by any breach of any other provision hereof by any party hereto and shall have no effect if the transactions contemplated by this Agreement are not consummated.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Condor Technology GRP)

Independent Covenant. All of the covenants in this Section 13 shall be construed as an agreement independent of any other provision in this Agreement, and the existence of any claim or cause of action of any STOCKHOLDER against CSI MARINEMAX (including the subsidiaries thereof), whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by CSI MARINEMAX of such covenants. It is specifically agreed that the period of five (5) years stated at the beginning of this Section 13, during which the agreements and covenants of each STOCKHOLDER made in this Section 13 shall be effective, shall be computed by excluding from such computation any time during which such STOCKHOLDER is in violation of any provision of this Section 13. The covenants contained in Section 13 shall not be affected by any breach of any other provision hereof by any party hereto and shall have no effect if the transactions contemplated by this Agreement are not consummated.

Appears in 1 contract

Samples: Agreement and Plan (Marinemax Inc)

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