No Survival of Representations and Warranties. None of the representations, warranties or agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, except for covenants and agreements which contemplate performance after the Effective Time or otherwise expressly by their terms survive the Effective Time.
Appears in 9 contracts
Samples: Agreement and Plan of Merger (SeaSpine Holdings Corp), Agreement and Plan of Merger (Nstar/Ma), Agreement and Plan of Merger (Keryx Biopharmaceuticals Inc)
No Survival of Representations and Warranties. None of the representations, warranties or agreements contained in this Agreement or in any certificate, document or instrument certificate delivered pursuant to this Agreement shall survive the Effective Time, except for covenants and agreements which contemplate performance after the Effective Time or otherwise expressly by their terms survive the Effective Time.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (APA Corp), Agreement and Plan of Merger (Callon Petroleum Co), Adoption Agreement (WPX Energy, Inc.)
No Survival of Representations and Warranties. None of the representations, The representations and warranties or agreements contained made in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall not survive beyond the Effective Time, except for and only the covenants and agreements which contemplate performance after the Effective Time or otherwise expressly that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 5 contracts
Samples: Iv Acquisition Agreement (Fargo Electronics Inc), Iv Acquisition Agreement (Zebra Technologies Corp/De), Iv Acquisition Agreement (Fargo Electronics Inc)
No Survival of Representations and Warranties. None of the representations, warranties or agreements contained in this Agreement or in any certificate, document or instrument certificate delivered pursuant to this Agreement shall survive the Effective Time, except for covenants and agreements which contemplate performance after the Effective Time or otherwise expressly by their terms survive the Effective Time. This Section 8.3 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 5 contracts
Samples: Ii Agreement and Plan of Reorganization (Titan Corp), Agreement and Plan of Reorganization (Rainbow Technologies Inc), Agreement and Plan of Reorganization (Safenet Inc)
No Survival of Representations and Warranties. None of the representations, warranties or warranties, covenants and agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Timeconsummation of the Merger, except for covenants and agreements which that contemplate performance after the Effective Time or otherwise expressly by their terms survive the Effective Time.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Canadian National Railway Co), Agreement and Plan of Merger (Exterran Corp), Agreement and Plan of Merger (Kansas City Southern)
No Survival of Representations and Warranties. None of the representations, warranties or warranties, covenants and agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Timeconsummation of the Mergers, except for covenants and agreements which that contemplate performance after the First Effective Time or otherwise expressly by their terms survive the First Effective Time.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Kansas City Southern), Voting Trust Agreement (Canadian Pacific Railway LTD/Cn), Agreement and Plan of Merger (Canadian Pacific Railway LTD/Cn)
No Survival of Representations and Warranties. None of the representations, warranties or warranties, covenants and other agreements of the parties contained in this Agreement Agreement, or in any certificateclaim with respect thereto, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, except for covenants (and only to the extent that) those covenants, agreements which contemplate performance after the Effective Time or otherwise expressly and other provisions contained herein that by their terms survive apply or are to be performed in whole or in part after the Effective Time.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Ligand Pharmaceuticals Inc), Agreement and Plan of Merger (Ligand Pharmaceuticals Inc), Rights Agreement (Neurogen Corp)
No Survival of Representations and Warranties. None of the representations, warranties or agreements contained in this Agreement or in any certificate, document or instrument certificate delivered pursuant to this Agreement shall survive the Effective Time, except for covenants and agreements which contemplate performance after the Effective Time or otherwise expressly by their terms survive the Effective Time. This Section 9.3 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 3 contracts
Samples: Employment Agreement (Titan Corp), Document Agreement and Plan of Merger (Titan Corp), Agreement and Plan of Merger (Globalnet Inc)
No Survival of Representations and Warranties. None of the representations, warranties or warranties, covenants and agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, except for those covenants and agreements contained herein and therein which contemplate performance by their terms apply in whole or in part after the Effective Time or otherwise expressly by their terms survive the Effective Timeand then only to such extent.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Dell Inc), Agreement and Plan of Merger (Quest Software Inc), Agreement and Plan of Merger (Quest Software Inc)
No Survival of Representations and Warranties. None of the representations, warranties or warranties, covenants and agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective TimeMerger, except for covenants and agreements which contemplate any covenant or agreement that by its terms contemplates performance after the Effective Time or otherwise expressly by their terms survive the Effective Time.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Camber Energy, Inc.), Agreement and Plan of Merger (Silverleaf Resorts Inc), Agreement and Plan of Merger (Silverleaf Resorts Inc)
No Survival of Representations and Warranties. None of the representations, warranties warranties, covenants or agreements contained in this Agreement or in any certificateinstrument, document or instrument certificate delivered pursuant to to, or in connection with, this Agreement shall survive the Effective Time, except for other than those covenants and or agreements of the parties which contemplate performance after the Effective Time or otherwise expressly by their terms survive apply, or are to be performed in whole or in part, after the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (AutoWeb, Inc.), Agreement and Plan of Merger (AutoWeb, Inc.)
No Survival of Representations and Warranties. None of the representations, warranties or agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the First Effective Time, except for covenants and agreements which contemplate performance after the First Effective Time or otherwise expressly by their terms survive the First Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Rocket Pharmaceuticals, Inc.), Agreement and Plan of Merger (Renovacor, Inc.)
No Survival of Representations and Warranties. None of the representations, representations and warranties or agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, except for and only the covenants and or agreements which contemplate performance after the Effective Time or otherwise expressly that by their terms survive the Effective Time and this Article VII shall survive the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Caucuscom Mergerco Corp.), Agreement and Plan of Merger (Metromedia International Group Inc)
No Survival of Representations and Warranties. None of the representations, warranties or warranties, covenants and agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, Time except for covenants and any covenants, or agreements which that by their terms contemplate performance in whole or in part after the Effective Time or otherwise expressly by their terms survive termination of this Agreement. The Confidentiality Agreements shall (a) survive termination of this Agreement in accordance with their terms and (b) terminate as of the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Berry Plastics Group Inc), Agreement and Plan of Merger (Aep Industries Inc)
No Survival of Representations and Warranties. None of the representations, warranties or agreements contained in this Agreement or in any certificate, document or instrument certificate delivered pursuant to this Agreement shall survive the Effective Time, except for covenants and agreements which contemplate performance after the Effective Time or otherwise expressly by their terms survive the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Rita Medical Systems Inc), Agreement and Plan of Merger (Horizon Medical Products Inc)
No Survival of Representations and Warranties. None of the representations, warranties or warranties, covenants and agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, except for those covenants and agreements contained herein and therein which contemplate performance after the Effective Time or otherwise expressly by their terms survive are to be performed in whole or in part after the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ipcs Inc), Agreement and Plan of Merger (Horizon PCS Inc)
No Survival of Representations and Warranties. None of the representations, warranties or agreements contained in this Agreement or in any certificate, document or instrument certificate delivered pursuant to this Agreement shall survive the Effective Time, except for covenants and agreements which contemplate performance after the Effective Time or otherwise expressly by their terms survive the Effective Time. This Section 8.3 shall not limit any covenant or agreement of the parties which by its terms contemplate performance after the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger And (Titan Corp), Agreement and Plan of Merger And (Datron Systems Inc/De)
No Survival of Representations and Warranties. None of the representations, representations and warranties or agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, except for Time other than those covenants and agreements which contemplate performance after the Effective Time or otherwise expressly by their expressed terms survive are to be performed after the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Us 1 Industries Inc), Agreement and Plan of Merger (Us 1 Industries Inc)
No Survival of Representations and Warranties. None Except as provided in Section 8.2, none of the representations, warranties or warranties, covenants and agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, except for those covenants and agreements contained herein and therein which contemplate performance by their terms apply in whole or in part after the Effective Time or otherwise expressly by their terms survive the Effective Timeto a termination of this Agreement.
Appears in 1 contract
Samples: Agreement of Merger and Plan of Reorganization (Bank Holdings)
No Survival of Representations and Warranties. None of the representations, warranties or covenants and agreements contained in this Agreement Agreement, or in any schedule, certificate, instrument or other document or instrument delivered pursuant to this Agreement Agreement, shall survive the Effective TimeTime or, except for covenants as provided in Section 5.3, Section 9.2 and agreements the termination of this Agreement pursuant to Section 9.1, as the case may be. This Section 10.1 shall not limit any covenant or agreement of the Parties which contemplate by its terms contemplates performance after the Effective Time or otherwise expressly by their terms Time, which covenants will survive the Effective Timeuntil they are performed in full.
Appears in 1 contract
No Survival of Representations and Warranties. None of the representations, warranties or agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall will survive the Effective Time, except for covenants and agreements which contemplate performance after the Effective Time or otherwise expressly by their terms survive the Effective Time.
Appears in 1 contract
No Survival of Representations and Warranties. None of the representations, warranties or warranties, covenants and agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement Agreement, including any rights arising out of any breach of such representations, warranties, covenants and agreements, shall survive the Effective Time, except for covenants and agreements which contemplate performance after the Effective Time or otherwise expressly by their terms survive the Effective Time.
Appears in 1 contract
No Survival of Representations and Warranties. None of the representations, warranties warranties, covenants or agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, except for covenants and agreements which contemplate performance after the Effective Time or otherwise expressly by their terms survive the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Cleveland Biolabs Inc)
No Survival of Representations and Warranties. None of the representations, warranties warranties, covenants or agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, except for other than those covenants and or agreements of the parties which contemplate performance after the Effective Time or otherwise expressly by their terms survive apply, or are to be performed in whole or in part, after the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Restoration Hardware Inc)
No Survival of Representations and Warranties. None of the --------------------------------------------- representations, warranties or warranties, covenants and agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, except for those covenants and agreements contained herein and therein which contemplate performance after the Effective Time or otherwise expressly by their terms survive are to be performed in whole or in part after the Effective Time.
Appears in 1 contract
