Survival of Representations and Warranties Escrow. 7.1 Survival of Representations and Warranties, Indemnity.
Survival of Representations and Warranties Escrow. 27 4.1 Survival of Representations and Warranties......................27
Survival of Representations and Warranties Escrow. 7.1 Survival of Representations and Warranties. Notwithstanding any right of Parent or the Company (whether or not exercised) to investigate the affairs of Parent or the Company (whether pursuant to Section 5.3 or otherwise) or a waiver by Parent or the Company of any condition to Closing set forth in Article VI, each party shall have the right to rely fully upon the representations, warranties, covenants and agreements of the other party contained in this Agreement or in any instrument delivered pursuant to this Agreement. All of the representations and warranties of the Company in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Merger and continue until 5:00 p.m., EDT, on the date that is ten (10) months following the Closing Date (the "EXPIRATION DATE"). The covenants and agreements set forth in this Agreement and any ancillary document hereto shall not expire and shall survive indefinitely. The representations and warranties of Parent and Merger Sub contained in this Agreement, or in any certificate or other instrument delivered pursuant to this Agreement, shall terminate at the Closing.
Survival of Representations and Warranties Escrow. 33 9.1 Survival of Representations and Warranties..................... 34 9.2 Indemnity...................................................... 34 9.6 Indemnification by Parent and Sub of the Partners.............. 41 ARTICLE X.
Survival of Representations and Warranties Escrow. 46 7.1 Survival of Representations and Warranties . . . . . . . . . . . . . . . . . . . . . . . . . . 46 7.2
Survival of Representations and Warranties Escrow. 77 8.1 Survival............................................................... 77 8.2 Indemnification........................................................ 77 8.3 Escrow Arrangements; Claims for Indemnification........................ 78 8.4 Stockholder Representatives............................................ 87 8.5 Deductible; Maximum Payments; Remedy................................... 90 ARTICLE IX AMENDMENT AND WAIVER.......................................................... 92 9.1 Amendment.............................................................. 92 9.2 Extension; Waiver...................................................... 92 9.3 Termination............................................................ 92
Survival of Representations and Warranties Escrow. 7.1 Survival of Condition Subsequent; Representations and Warranties 7.2 Escrow Arrangements
Survival of Representations and Warranties Escrow. Section 7.1 Survival of Representations and Warranties. All of the representations and warranties of the Company, Parent and Merger Sub in this Agreement or in the certificates delivered at the Closing pursuant to Sections 6.2(b) and 6.3(b), in each case as modified by the Company Schedules, shall survive the Merger and shall expire at 5:00 p.m. (California Time) on the date that is one year following the Closing Date (the “Expiration Date”). The covenants and agreements of the parties shall survive until the expiration of the time period for their performance as provided herein.
Survival of Representations and Warranties Escrow. 6.1 Survival of Representations and Warranties. White Amber's representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement (each as modified by Xxxxx Xxxxx Schedules) shall survive the Merger and continue until the one year anniversary of the Closing Date (the "EXPIRATION DATE").
Survival of Representations and Warranties Escrow. 7.1 Survival of Representations, Warranties and Covenants. The representations and warranties of the Company contained in this Agreement, or in any certificate, schedule or other instrument delivered pursuant to this Agreement, shall terminate at 11:59 p.m. California time on the eighteen (18) month anniversary of the Closing Date (the “Escrow Termination Time”). The representations and warranties of Parent and Merger Sub contained in this Agreement, or in any certificate, schedule or other instrument delivered by Parent or Merger Sub pursuant to this Agreement, shall terminate at the effective Time.
