Survival of Representations and Warranties of the Parties Sample Clauses

Survival of Representations and Warranties of the Parties. Except as provided in Section 6.02 and the tax obligations set forth herein, all representations and warranties made by any party hereto contained in this Agreement or in any Ancillary Document, and the indemnification obligations of each party hereto with respect to representations and warranties, shall survive for a period ending two years following the Closing Date. Notwithstanding the foregoing, the representations and warranties relating to Section 4.03 hereof, and the indemnity obligations with respect to such representations and warranties, shall remain operative and in full force and effect until the expiration of the applicable statute of limitations.
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Survival of Representations and Warranties of the Parties. All representations and warranties made by any party hereto contained in this Agreement or in any Ancillary Document, and the indemnification obligations of each party hereto, shall survive the Closing Date until the second anniversary of the Closing Date. Notwithstanding the foregoing, if a party has made a claim for indemnification in accordance with the procedures set forth in this Article 5 on or prior to the expiration of the applicable survival period referred to in the previous sentence, then the indemnity obligations relating to such claim shall survive until the final resolution of such claim, as further provided in this Article 5.
Survival of Representations and Warranties of the Parties. The representations and warranties of the parties made in Sections 2, 3, 4 and 5 of this Agreement shall survive six (6) months beyond the Closing Date. This Article 6 shall not limit any claim for fraud based on such representations and warranties. Nothing in this Article 6 shall impair or alter any covenant or agreement of the parties which by its terms contemplates performance after the Closing Date.
Survival of Representations and Warranties of the Parties. All representations and warranties made by the Parties in this Agreement shall survive the Closing for a period of two (2) years after the Closing Date except for the representation and warranty set forth in Section 3.10, which shall survive until the expiry of the last day upon which any Governmental Authority may, in the absence of fraud or any misrepresentation that is attributable to neglect, carelessness or wilful default, issue an assessment for Taxes owing by Cascade in respect of a period ending on or prior to the Effective Time. After the expiration of such time periods, the Parties shall have no further liability hereunder with respect to such representations and warranties except with respect to claims properly made within such time periods.
Survival of Representations and Warranties of the Parties. The representations and warranties of the respective Parties contained in Sections 10.1 through 10.3 of this Agreement shall continue in full force and effect for a period of three (3) years following termination of this Agreement.
Survival of Representations and Warranties of the Parties. All representations and warranties made by any party hereto contained in this Agreement, and the indemnification obligations of each party hereto, shall survive for a period of two years after the Closing Date. Provided that a party has made a claim for indemnification in accordance with the procedures set forth in this Article VII on or prior to the expiration of the survival period referred to in the previous sentence, then the indemnity obligations relating to such claim shall survive until the final resolution of such claim, as further provided in this Article VII.
Survival of Representations and Warranties of the Parties. All representations and warranties made by any party hereto contained in this Agreement or in any document to be delivered in connection herewith, and the indemnification obligations of each party hereto, shall survive the Closing Date until one hundred eighty (180) days after the Closing Date; provided, that the indemnification obligations of Sellers and Newco under Section 11.10 of this Agreement shall survive for two hundred forty (240) days after the Closing Date. Provided that a party has made a claim for indemnification on or prior to the expiration of the survival period referred to in the previous sentence, then the indemnity obligations relating to such claim shall survive until the final resolution of such claim, as further provided in this Article IX.
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Survival of Representations and Warranties of the Parties. Each representation, warranty, covenant and agreement of any party hereto contained herein or in any Bank Document or Transferee Document shall survive the execution and delivery of this Agreement and the Closing.
Survival of Representations and Warranties of the Parties. The representations and warranties of the Parties contained in this Agreement and any agreement, instrument, certificate or other document executed or delivered pursuant to this Agreement shall survive the MyStay Asset Acquisition Closing Date and shall continue for the benefit of the opposing Party for a period of 12) months notwithstanding such MyStay Asset Acquisition Closing Date, nor any investigation made by or on behalf of the Purchaser or any knowledge of the Purchaser, except that: the representations and warranties set out in Section 4.1(1) to and including 4.1(4) and Sections 4.1(7) and 4.1(13) to 4.1(14) shall survive the MyStay Asset Acquisition Closing Date and continue in full force and effect without limitation of time; and the representations and warranties relating to Tax matters shall survive the MyStay Asset Acquisition Closing Date and continue in full force and effect until, but not beyond, the expiration of the period, if any, during which an assessment or other form of recognized document assessing liability for Tax, interest or penalties under Laws applicable to Tax in respect of any taxation year to which such representations and warranties extend could be issued under such Laws to the Vendor, including any additional period resulting from the Vendor filing a waiver or other document extending such period prior to the MyStay Asset Acquisition Closing Date;
Survival of Representations and Warranties of the Parties. 10.1. Survival of Representations and Covenants of the Company. Notwithstanding any right of the Purchaser to investigate the affairs of the Company, and notwithstanding any knowledge of facts determined or determinable by Purchaser pursuant to such investigation or right of investigation, the Purchaser shall have the right to rely upon the representations, warranties, covenants and agreements of the Company (including MAC and the NexGen Subsidiaries) contained in this Agreement or in any Company Document. Each representation and warranty of the Company (including MAC and the NexGen Subsidiaries) contained herein or in any Company Document shall survive the execution and delivery of this Agreement and the Closing and shall thereafter terminate and expire upon the expiration of the statute of limitations applicable to claims by third parties against the Company in respect of the matter or matters which are the subject of said representations, warranties, covenants and agreements. The covenants and agreements of the Company and the covenants and agreements of the Covenantors, shall survive in accordance with their terms or if no term is specified, until the expiry of the applicable statute of limitations.
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