Survival and Indemnity. The rights and obligations of Buyer and Seller under this Agreement shall be subject to the following terms and conditions:
Survival and Indemnity. (a) This clause survives the termination of the Agreement.
Survival and Indemnity. (i) Except as set forth in Section 9(a)(ii), none of the representations, warranties, and covenants of the Parties (other than the provisions in Section 2 above concerning issuance of the Acquiror Shares and the provisions in Section 5(i) above concerning indemnification) will survive the Effective Time;
Survival and Indemnity. 9.1. The warranties and representations set forth herein shall survive for twelve (12) months after Closing.
Survival and Indemnity. (a) The representations, covenants, agreements and indemnities (the "obligations") of or by Seller and Buyer shall survive the Closing.
Survival and Indemnity. (a) The truth, accuracy and ---------------------- completeness of each of the representations and warranties of Sunburst herein set forth shall constitute a condition precedent to the obligations of Sunburst and Choice, respectively, hereunder. Such representations, warranties and covenants herein set forth shall survive the Closing for the period of the applicable statute of limitations. Sunburst agrees to indemnify, defend and hold harmless Choice and any of its affiliates from any claim, damage, demand, liability, loss or cost (including costs of investigation and defense and reasonable attorneys' fees and costs) or diminution of value, whether or not involving a third party claim (collectively, "Damages"), which results from (i) any material breach of or inaccuracy in the respective representations, warranties and covenants of Sunburst set forth above; or (ii) from any injuries to person or property that occur or arise out of the Parcel prior to Closing.
Survival and Indemnity. The representations, warranties and covenants set forth in this Agreement shall survive and continue after the Effective Date of this Agreement and the closing of any transaction contemplated herein. Each Party (the "Breaching Party") shall indemnify and hold harmless every other Party from any loss, liability, damages, claim and/or expenses (including reasonable attorney's fees incurred in connection therewith) arising from or relating to any breach by the Breaching Party of any of the representations, warranties or covenants made by the Breaching Party in this Agreement.
Survival and Indemnity. Section 6.1 Survival Section 6.2 Indemnification by Sellers Section 6.3 Indemnification by the Buyer
Survival and Indemnity. (a) The representations, warranties, covenants and agreements of or by Seller and Buyer shall survive the Closing, except that (i) the representations and warranties of Seller set forth in Section 3.01 (other than Sections 3.01(p) and 3.01(q)) and the covenants of Seller set forth in Section 4.01 shall terminate on the first anniversary of the Closing Date and (ii) the representations and warranties set forth in Sections 3.01(p) and 3.01(q) shall terminate at Closing.
Survival and Indemnity. All representations, warranties and agreements contained in this Contract shall survive the closing for a period of one (1) year, and, subject to the provisions of Section 13, Seller and Purchaser shall indemnify and hold the other harmless from and against all costs and damages (including attorneys' fees and court costs) incurred as a result of any breach of any such representation, warranty or agreement.
