Survival of Covenants; Assignability of Rights. All covenants and agreements of the Company or IXC made herein shall survive until fully discharged; provided, however, that notwithstanding any provision of this Agreement to the contrary, in no event shall IXC be entitled to any registration rights hereunder to the extent that it could sell pursuant to Rule 144(k) under the Securities Act Registrable Securities which it desires to register under the Securities Act pursuant to Sections 2.1, 2.2 or 2.3 hereof or at any time after one year following the date at which the IRU Agreement is no longer in effect. This Agreement may not be assigned by IXC except as set forth in Section 2.6. All covenants and agreements of the Company herein shall bind the Company's successors and assigns, whether so expressed or not, and, except as otherwise provided in this Agreement, all such covenants and agreements shall inure to the benefit of IXC's successors and assigns.
Survival of Covenants; Assignability of Rights. (a) All representations and warranties of the Company contained herein or in any of the other Agreements or in any certificate or other instrument delivered by the Company pursuant to the Agreements or in connection with the transactions contemplated hereby or thereby shall survive the closing.
Survival of Covenants; Assignability of Rights. All covenants, agreements, representations and warranties of the Company made herein and in the certificates, lists, exhibits, schedules or other written information delivered or furnished to the Investors in connection herewith shall be deemed material and to have been relied upon by the Investors, and shall survive the Closing hereunder and shall bind the Company and its successors and assigns, whether so expressed or not, and, except as provided otherwise in this Agreement, all such covenants, agreements, representations and warranties shall inure to the benefit of each of the Investor's successors and assigns and to transferees of the Shares and Warrants, whether so expressed or not.
Survival of Covenants; Assignability of Rights. All covenants, agreements, representations and warranties made herein and in the certificates, exhibits, schedules or other documents delivered or furnished to the Investor by the Company pursuant to this Agreement shall be deemed material and to have been relied upon such Investor, and, except as provided otherwise in this Agreement, shall survive the delivery of the Preferred Shares and shall bind the Company's successors and assigns, whether so expressed or not, and, except as provided otherwise in this Agreement or in the Stockholders Agreement of even date herewith among the parties hereto and the other parties designated therein; provided, however, that the representations and warranties contained in Section 2 hereof shall expire on the third anniversary of this Agreement. All such covenants, agreements, representations and warranties shall inure to the benefit of the Investor or any consolidated subsidiary thereof that is a transferee of the Preferred Shares. Except as provided in the preceding sentence of this Section 8.2 or in Section 6.8, the covenants and agreements made herein are for solely the benefit of the Investor and shall not inure to the benefit of transferees of the Preferred Shares.
Survival of Covenants; Assignability of Rights. All covenants, ---------------------------------------------- agreements, representations and warranties of the Company made herein and in the certificates, lists, exhibits, schedules or other written information delivered or furnished to any Investor in connection herewith shall be deemed material and to have been relied upon by such Investor, and shall survive the delivery of the Shares , and shall bind the Company's successors and assigns, whether so expressed or not, and, except as provided otherwise in this Agreement, all such covenants, agreements, representations and warranties shall inure to the benefit of the Investors' successors and assigns and to transferees of the Shares and the Warrants, whether so expressed or not.
Survival of Covenants; Assignability of Rights. (a) All covenants, agreements, representations and warranties of the Company made herein and in the certificates, lists, exhibits, schedules or other written information delivered or furnished in connection therewith and herewith, except as provided otherwise in this Agreement, shall survive the delivery of the Securities and shall bind the Company's successors and assigns, whether so expressed or not, and, except as provided otherwise in this Agreement, all such covenants, agreements, representations and warranties shall inure to the benefit of the Investor's successors and assigns and to permitted transferees of the Securities, whether so expressed or not.
Survival of Covenants; Assignability of Rights. 7.4.1. All covenants, agreements, representations and warranties of the Company and the Principal Shareholder made herein and in the certificates, lists, exhibits, schedules or other written information delivered or furnished in connection therewith and herewith shall be deemed material and to have been relied upon by the Investor, and, except as provided otherwise in this Agreement, shall survive the entry into of this Agreement for a period of two (2) years and shall bind the Company's and the Principal Shareholder's successors and assigns, whether so expressed or not, and, except as provided otherwise in this Agreement, all such covenants, agreements, representations and warranties shall inure to the benefit of the Investor's successors and assigns and to permitted transferees of the Purchased Shares, whether so expressed or not.
Survival of Covenants; Assignability of Rights. (a) All covenants, agreements, representations and warranties of the Company made herein and to be performed prior to or at the Initial Closing and Subsequent Closings, if any, and in the certificates, lists, exhibits, schedules or other written information delivered or furnished to any Lender or to the Investors pursuant to the terms of this Agreement shall survive the delivery of the Debentures and the sale of the Investor Units and shall bind the Company's successors and assigns, whether so expressed or not, and, except as otherwise provided in this Agreement, all such covenants, agreements, representations and warranties shall inure to the benefit of the Lenders' and Investor's successors and assigns and to transferees of the Debentures and the Investor Units (or any securities received upon conversion thereof), whether so expressed or not. Upon the consummation of an initial public offering by the Company which has been consented to by the Lenders and the Investors and in connection with which the Debentures and the Investor Units are converted into common stock in accordance with Section 7.01 of the LLC Agreement, all of the provisions of this Agreement shall terminate and be of no further force and effect, except that the provisions of Sections 5.1 and 10 shall survive after such conversion; provided that any financial information provided to the Lenders and the Investors after an initial public offering should be limited to the information provided to other public shareholders, unless otherwise requested by any of the Lenders or the Investors. Notwithstanding the foregoing or anything to the contrary contained in this Agreement, all representations and warranties of the Company contained or referenced in Section 2 hereof shall survive only for a period of two (2) years from the later of (i) Initial Closing Date and (ii) the date of each Subsequent Closing, if any, and any claim based upon any misrepresentations or breach of warranty by the Company under Section 2 must be made within such period.
Survival of Covenants; Assignability of Rights. (a) All covenants, agreements, representations and warranties of the Company made herein and in the certificates, lists, exhibits, schedules or other written information delivered or furnished to DUPONT and DCEO in connection herewith shall be deemed material and to have been relied upon by DUPONT and DCEO, and, except as provided otherwise in this Agreement, shall survive the delivery of the Shares for a period of nine months, and shall bind the Company's successors and assigns, whether so expressed or not, and, except as provided otherwise in this Agreement, all such covenants, agreements, representations and warranties shall inure to the benefit of DCEO's successors and assigns and to transferees of the Securities, whether so expressed or not.
Survival of Covenants; Assignability of Rights. Subject to the last clause of this Section, all covenants, agreements, representations and warranties of the Company made herein and in the certificates, lists, Exhibits or other written information delivered or furnished to the Investors in connection with the Closing shall be deemed material and to have been relied upon by the Investors, and, except as provided otherwise in this Agreement, shall survive the delivery of the Units, and shall bind the Company’s successors and assigns, whether so expressed or not; provided however, that all representations and warranties made by the Company in Section 2 hereof shall survive for a period of one year from the date of this Agreement.
