Common use of Survival of Representations and Indemnities Clause in Contracts

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, of the Company and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchaser, (ii) acceptance of the Notes, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 3 contracts

Samples: Purchase Agreement (Broadview Networks Holdings Inc), Purchase Agreement (Broadview Networks Holdings Inc), Purchase Agreement (Eschelon Telecom of California, Inc.)

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Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, representations and warranties of the Company and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchaser, (ii) acceptance of the Notes, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 3 contracts

Samples: Purchase Agreement (Boston Gear LLC), 2011 Purchase Agreement (Edgen Corp), Purchase Agreement (TB Wood's INC)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, agreements of any of the Company Group Companies and the Guarantors Shareholder set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchaserparties hereto, and (ii) acceptance of the Notes, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 2 contracts

Samples: Notes Purchase Agreement (China Security & Surveillance Technology, Inc.), Notes Purchase Agreement (China Security & Surveillance Technology, Inc.)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, agreements of any of the Company Group Companies and the Guarantors Purchaser set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchaser, Purchaser or any of the Group Companies and (ii) acceptance of the NotesSecurities, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 2 contracts

Samples: Securities Purchase Agreement (China Natural Gas, Inc.), Securities Purchase Agreement (China Natural Gas, Inc.)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, agreements of the Company and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchaserparties hereto, and (ii) acceptance of the Notes, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 2 contracts

Samples: Notes Purchase Agreement (China Security & Surveillance Technology, Inc.), Notes Purchase Agreement (China Shen Zhou Mining & Resources, Inc.)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, representations and warranties of the Issuer, the Company and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchaser, (ii) acceptance of the Notes, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 2 contracts

Samples: Purchase Agreement (Edgen Louisiana CORP), Purchase Agreement (Edgen Murray PLC)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, representations and warranties of the Company and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchaser, (ii) acceptance of the Notes, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 2 contracts

Samples: Purchase Agreement (Claymont Steel Holdings, Inc.), Purchase Agreement (American Rock Salt Co LLC)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, agreements of the Company and the Guarantors Quo set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchaserparties hereto, and (ii) acceptance of the NotesNotes and Warrants, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 2 contracts

Samples: Note and Warrant Purchase Agreement (Network Cn Inc), Note and Warrant Purchase Agreement (Network Cn Inc)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, of the Company and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial PurchaserUnderwriter, (ii) acceptance of the NotesShares, and payment payments for them hereunder, and (iii) any termination of this Agreement.

Appears in 2 contracts

Samples: Underwriting Agreement (Microvision Inc), Underwriting Agreement (Medicinova Inc)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, representations and warranties of the Company and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchaser, Purchaser and (ii) acceptance of the NotesSecurities, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (Transmeridian Exploration Inc)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, representations and warranties of the Company and the Guarantors Subsidiary Guarantor set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial PurchaserPurchasers, (ii) acceptance of the Notes, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (CitiSteel PA, Inc.)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, of the Company and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchaser, (ii) acceptance of the NotesNotes or the Offered Shares, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (Dune Energy Inc)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, of the Company and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial PurchaserUnderwriter, (ii) acceptance of the Notes, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Eschelon Telecom Inc)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, agreements of the Company and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial PurchaserUnderwriters, (ii) acceptance of the NotesShares, and payment payments for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Mathstar Inc)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, representations and warranties of the Company and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial PurchaserPurchasers, (ii) acceptance of the NotesSecurities, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (Altra Holdings, Inc.)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, agreements of any of the Company Group Companies and the Guarantors Controlling Shareholders set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchaserparties hereto, and (ii) acceptance of the Notes, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Notes Purchase Agreement (American Dairy Inc)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, agreements of the Company and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial PurchaserUnderwriter, (ii) acceptance of the NotesStock, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Eschelon Telecom Inc)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, representations and warranties of the Company Partnership and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial PurchaserUnderwriters, (ii) acceptance of the Notes, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Dupont Fabros Technology, Inc.)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, representations and warranties of the Company and the Guarantors Initial Purchasers set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survivesurvive delivery of and payment for the Notes, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial PurchaserPurchasers, (ii) acceptance of the Notes, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (Trailer Bridge Inc)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, representations and warranties of the Company and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial PurchaserPurchasers, (ii) acceptance of the Notes, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (Parallel Petroleum Corp)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, agreements of any of the Company and the Guarantors Group Companies set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survivesurvive until the full and final satisfaction and discharge of the Notes Obligations, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchaserparties hereto, and (ii) acceptance of the Notes, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Note Purchase Agreement (Yingli Green Energy Holding Co LTD)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, representations and warranties of the Company and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchaser, Purchasers and (ii) acceptance of the NotesSecurities, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (Hornbeck Offshore Services Inc /La)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, representations and warranties of the Company and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the any Initial Purchaser, (ii) acceptance of the NotesOffered Securities, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (FiberTower CORP)

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Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, agreements of any of the Company and the Guarantors Material Subsidiaries set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchaserparties hereto, and (ii) acceptance of the NotesNotes and/or any Registrable Securities, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Notes Purchase Agreement (China Security & Surveillance Technology, Inc.)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, representations and warranties of the Company and the Guarantors Parties set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial PurchaserPurchasers, (ii) acceptance of the Regulation S Notes, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Regulation S Purchase Agreement (Energy Xxi (Bermuda) LTD)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, of the Company and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchaser, (ii) acceptance of the Notes, Notes and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (Baseline Oil & Gas Corp.)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, representations and warranties of the Company and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless survive delivery of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchaser, (ii) acceptance of the Notes, and payment for them the Notes sold hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (Alon USA Energy, Inc.)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, agreements of any of the Company Group Companies and the Guarantors Consigning Shareholders set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survivesurvive until the full and final satisfaction and discharge of the Notes Obligations, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchaserparties hereto, and (ii) acceptance of the Notes, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Notes Purchase Agreement (Origin Agritech LTD)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, representations and warranties of the Company Co-Issuers and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchaser, (ii) acceptance of the Notes, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (Forbes Energy Services LLC)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, agreements of the Company and the Guarantors Holders set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial PurchaserHolders or the Company, and (ii) acceptance of the NotesNote and Warrants, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Xinyuan Real Estate Co., Ltd.)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, representations and warranties of the Company and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial PurchaserRepresentative, (ii) acceptance of the Notes, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (Vantage Drilling CO)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, agreements of any of the Company Group Companies and the Guarantors Purchaser set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial PurchaserPurchaser or any of the Group Companies, and (ii) acceptance of the NotesSecurities, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Hi-Tech Wealth Inc.)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, representations and warranties of the Company and Company, the Guarantors and Initial Purchaser set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchaser, (ii) acceptance of the Notes, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (Verrazano,inc.)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, of the Company and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial PurchaserPurchasers, (ii) acceptance of the Notes, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (Eschelon Telecom Inc)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, representations and warranties of the Company Issuers and the Subsidiary Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchaser, (ii) acceptance of the Notes, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (MRS Fields Financing Co Inc)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, agreements of the Company Company, the Subsidiary Guarantor and the Guarantors Purchasers set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial any Purchaser, the Company or the Subsidiary Guarantor, and (ii) acceptance of the NotesSecurities, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (Harbin Electric, Inc)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, of the Company and the Guarantors set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial PurchaserUnderwriter, (ii) acceptance of the NotesShares and the Warrants, and payment payments for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Microvision Inc)

Survival of Representations and Indemnities. The respective representations and warranties, covenants, indemnities and contribution and expense reimbursement provisions and other agreements, representations and warranties of the Company and the Guarantors Subsidiary Guarantor set forth in or made pursuant to this Agreement shall remain operative and in full force and effect, and will survive, regardless of (i) any investigation, or statement as to the results thereof, made by or on behalf of the Initial Purchaser, (ii) acceptance of the Notes, and payment for them hereunder, and (iii) any termination of this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (CitiSteel PA, Inc.)

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