Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Time and remain in full force and effect in accordance with their applicable terms.
Appears in 96 contracts
Samples: Separation and Distribution Agreement (Igate Corp), Separation and Distribution Agreement (Realogy Corp), Separation and Distribution Agreement (Wyndham Destinations, Inc.)
Survival of Agreements. Except as otherwise expressly contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Time and remain in full force and effect in accordance with their applicable terms.
Appears in 54 contracts
Samples: Separation and Distribution Agreement (Ashford Inc), Separation Agreement (Exelon Corp), Employee Matters Agreement (Inland American Real Estate Trust, Inc.)
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Time and remain in full force and effect in accordance with their applicable terms.
Appears in 27 contracts
Samples: Employee Matters Agreement (Atmus Filtration Technologies Inc.), Employee Matters Agreement (Fortive Corp), Employee Matters Agreement (DOVER Corp)
Survival of Agreements. Except as otherwise contemplated by this Agreement, the Separation and Distribution Agreement or any Ancillary Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Time Termination Date and remain in full force and effect in accordance with their applicable terms.
Appears in 11 contracts
Samples: Transition Services Agreement (Donnelley Financial Solutions, Inc.), Transition Services Agreement (LSC Communications, Inc.), Transition Services Agreement (LSC Communications, Inc.)
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Distribution Effective Time and remain in full force and effect in accordance with their applicable terms.
Appears in 10 contracts
Samples: Separation Agreement (Bioverativ Inc.), Separation Agreement (Biogen Inc.), Separation Agreement (Cyclerion Therapeutics, Inc.)
Survival of Agreements. Except as otherwise expressly contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Distribution Time and remain in full force and effect in accordance with their applicable terms.
Appears in 9 contracts
Samples: Separation and Distribution Agreement (United Online Inc), Separation and Distribution Agreement (FTD Companies, Inc.), Separation and Distribution Agreement (A & B II, Inc.)
Survival of Agreements. Except as otherwise contemplated by this Agreement, any Ancillary Agreement or any Ancillary the Merger Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Time and remain in full force and effect in accordance with their applicable terms.
Appears in 6 contracts
Samples: Separation and Distribution Agreement (Pentair Inc), Separation and Distribution Agreement (Pentair Inc), Separation and Distribution Agreement (Tyco International LTD)
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties (including the representations and warranties of the Parties set forth in Section 10.1 hereof) contained in this Agreement and each Ancillary Agreement shall survive the Distribution Effective Time and remain in full force and effect in accordance with their applicable terms.
Appears in 6 contracts
Samples: Separation Agreement (Bluebird Bio, Inc.), Separation Agreement (2seventy Bio, Inc.), Separation Agreement (Alkermes Plc.)
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Separation Time and remain in full force and effect in accordance with their applicable terms.
Appears in 5 contracts
Samples: Separation Agreement (Versum Materials, LLC), Separation Agreement (Versum Materials, Inc.), Separation Agreement (Versum Materials, LLC)
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties and APAC contained in this Agreement and each Ancillary Agreement shall survive the Effective Distribution Time and remain in full force and effect in accordance with their applicable terms.
Appears in 4 contracts
Samples: Separation and Distribution Agreement (Avista Public Acquisition Corp. II), Transition Services Agreement (Ligand Pharmaceuticals Inc), Transition Services Agreement (Avista Public Acquisition Corp. II)
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Relevant Time and remain in full force and effect in accordance with their applicable terms.
Appears in 4 contracts
Samples: Distribution Agreement (Douglas Elliman Inc.), Distribution Agreement (Douglas Elliman Inc.), Distribution Agreement (Douglas Elliman Inc.)
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Time and remain in full force and effect in accordance with their applicable terms.
Appears in 4 contracts
Samples: Benefits and Compensation Matters Agreement (ITT Corp), Benefits and Compensation Matters Agreement (Xylem Inc.), Benefits and Compensation Matters Agreement (Xylem Inc.)
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all any covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Time and remain in full force and effect in accordance with their applicable terms.
Appears in 4 contracts
Samples: Employee Matters Agreement (Gaming & Leisure Properties, Inc.), Employee Matters Agreement (Gaming & Leisure Properties, Inc.), Employee Matters Agreement (Ensign Group, Inc)
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Time Distribution and remain in full force and effect in accordance with their applicable terms.
Appears in 3 contracts
Samples: Separation and Distribution Agreement (NCR ATMCo, LLC), Separation and Distribution Agreement (NCR Atleos, LLC), Separation and Distribution Agreement (NCR Corp)
Survival of Agreements. Except as otherwise contemplated by this Agreement, any Ancillary Agreement or any Ancillary the Merger Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Time and remain in full force and effect in accordance with their applicable terms.
Appears in 3 contracts
Samples: Separation and Distribution Agreement (Riviera Resources, LLC), Separation and Distribution Agreement (Linn Energy, Inc.), Separation and Distribution Agreement (Riviera Resources, Inc.)
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Time and remain in full force and effect in accordance with their applicable terms.
Appears in 2 contracts
Samples: Employee Matters Agreement (WABCO Holdings Inc.), Employee Matters Agreement (American Standard Companies Inc)
Survival of Agreements. Except as otherwise specifically contemplated by this Agreement, any Ancillary Agreement or any Ancillary the Merger Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Time and remain in full force and effect in accordance with their applicable terms.
Appears in 2 contracts
Samples: Separation and Distribution Agreement (CorePoint Lodging Inc.), Separation and Distribution Agreement (La Quinta Holdings Inc.)
Survival of Agreements. Except as otherwise contemplated by this Agreement, any Ancillary Agreement or any Ancillary the Transaction Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Time Distribution and remain in full force and effect in accordance with their applicable terms. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement (or in any Ancillary Agreement, except as expressly set forth therein) shall survive the Distribution.
Appears in 2 contracts
Samples: Separation and Distribution Agreement (PJT Partners Inc.), Separation and Distribution Agreement (PJT Partners Inc.)
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Time and remain in full force and effect in accordance with their applicable termsthe terms of this Agreement.
Appears in 2 contracts
Samples: Tax Matters Agreement (PJT Partners Inc.), Tax Matters Agreement (PJT Partners Inc.)
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties and KINS contained in this Agreement and each Ancillary Agreement shall survive the Effective Distribution Time and remain in full force and effect in accordance with their applicable terms.
Appears in 2 contracts
Samples: Separation and Distribution Agreement (Inpixon), Separation and Distribution Agreement (KINS Technology Group, Inc.)
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Time Date and remain in full force and effect in accordance with their applicable terms.
Appears in 1 contract
Samples: Separation and Distribution Agreement (Questar Corp)
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Operative Time and remain in full force and effect in accordance with their applicable terms.
Appears in 1 contract
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties parties contained in this Agreement and each or any Ancillary Agreement shall survive the Effective Time and will remain in full force and effect in accordance with their applicable termsand survive the Contribution Time.
Appears in 1 contract
Samples: Contribution and Purchase Agreement (Sycamore Networks Inc)
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Distribution Time and remain in full force and effect in accordance with their applicable terms.
Appears in 1 contract
Samples: Agreement and Plan of Merger (10X Capital Venture Acquisition Corp. III)
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Time Closing and remain in full force and effect in accordance with their applicable terms, provided that the covenants and agreements which require performance prior to the consummation of the Closing shall expire with, and be terminated and extinguished upon, the consummation of the Closing.
Appears in 1 contract
Samples: Asset Purchase Agreement (Cyclerion Therapeutics, Inc.)
Survival of Agreements. Except as otherwise contemplated by this Agreement or any and the Ancillary AgreementAgreements, all covenants and agreements of the Parties parties contained in this Agreement and each in the Ancillary Agreement Agreements shall survive the Effective Time and remain in full force and effect in accordance with their applicable termsSeparation Date.
Appears in 1 contract
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Operative Time and remain in full force and effect in accordance with their applicable terms.
Appears in 1 contract
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Time Disposition Date and remain in full force and effect in accordance with their applicable terms.. Section 10.5
Appears in 1 contract
Samples: Separation and Distribution Agreement (SharkNinja, Inc.)
Survival of Agreements. Except as otherwise contemplated by this Agreement or any and the Ancillary AgreementAgreements, all covenants and agreements of the Parties parties contained in this Agreement and each in the Ancillary Agreement Agreements shall survive the Effective Time and remain in full force and effect in accordance with their applicable termsDistribution Date.
Appears in 1 contract
Samples: Reorganization and Distribution Agreement (Tredegar Corp)
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Transaction Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Transaction Agreement shall survive the Split-Off Effective Time and remain in full force and effect in accordance with their applicable terms.
Appears in 1 contract
Samples: Agreement and Plan of Merger (FAST Acquisition Corp.)
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Relevant Time and remain in full force and effect in accordance with their applicable terms.. ** CONFIDENTIAL TREATMENT REQUESTED BY XXXXXXX XXXXXXX INC. PURSUANT TO CFR SECTION 200.83 **
Appears in 1 contract
Survival of Agreements. Except as otherwise contemplated by this Agreement or any Ancillary Agreement, all covenants and agreements of the Parties contained in this Agreement and each Ancillary Agreement shall survive the Effective Time Disposition Date and remain in full force and effect in accordance with their applicable terms.
Appears in 1 contract
Samples: Separation and Distribution Agreement (SharkNinja, Inc.)
