Survival. The representations, warranties, covenants and agreements contained in this Agreement shall survive the Closing of the transactions contemplated by this Agreement.
Appears in 277 contracts
Sources: Share Purchase Agreement (ProQR Therapeutics N.V.), Membership Interest Purchase Agreement (Adia Nutrition, Inc.), Share Purchase Agreement (ProQR Therapeutics N.V.)
Survival. The representations, warranties, covenants and agreements contained in this Agreement shall survive the Closing of the transactions contemplated by this AgreementAgreement for the applicable statute of limitations.
Appears in 91 contracts
Sources: Securities Purchase Agreement (Cue Biopharma, Inc.), Securities Purchase Agreement (Century Therapeutics, Inc.), Securities Purchase Agreement (Karyopharm Therapeutics Inc.)
Survival. The representationsAll representations and warranties contained in this Agreement, warranties, and all covenants and agreements contained in this the Agreement which contemplate performance after the Closing Date shall survive the Closing of the transactions contemplated by this AgreementClosing.
Appears in 55 contracts
Sources: Assignment and Assumption Agreement (Asset Capital Corporation, Inc.), Membership Interest Sale Agreement (Columbia Equity Trust, Inc.), Membership Interest Sale Agreement (Columbia Equity Trust, Inc.)
Survival. The All representations, warrantieswarranties and covenants in this Agreement, covenants and agreements or contained in this Agreement certificates required to be delivered hereunder shall survive the Closing termination of this Agreement, with respect to any matter arising while this Agreement was in effect. Furthermore, all representations, warranties and covenants hereunder shall inure to the benefit of each of the transactions contemplated by parties to this AgreementAgreement and their respective successors and permitted assigns.
Appears in 34 contracts
Sources: Advisory Agreement (Alphametrix Managed Futures LLC (Aspect Series)), Advisory Agreement (FRONTIER MASTERS SERIES, a Series of the Frontier Fund), Advisory Agreement (FRONTIER MASTERS SERIES, a Series of the Frontier Fund)
Survival. The All representations, warranties, warranties and covenants and agreements contained in among the provisions of this Agreement shall survive the Closing execution and delivery of the transactions contemplated by this AgreementAgreement and all other Financing Documents.
Appears in 31 contracts
Sources: Credit Agreement, Credit Agreement (Donegal Group Inc), Credit Agreement (Optical Cable Corp)
Survival. The representationsAll of the terms, warrantiesconditions, covenants warranties and agreements representations contained in this Agreement shall survive the Closing of the transactions contemplated by this AgreementClosing.
Appears in 31 contracts
Sources: Asset Purchase Agreement (Minerco, Inc.), Return of Asset Agreement (Minerco Resources, Inc.), Return of Asset Agreement (Minerco Resources, Inc.)
Survival. The representationswarrantees, warranties, representations and covenants and agreements contained in of this Agreement shall survive the Closing completion of the transactions contemplated by Services under this agreement or any termination of this Agreement.
Appears in 27 contracts
Sources: Professional Services Agreement, Letter of Agreement, Media Partnership Agreement
Survival. The representations, warranties, covenants and agreements contained in this Agreement shall survive the Closing of the transactions contemplated by this AgreementAgreement until the expiration of the applicable statute of limitations.
Appears in 23 contracts
Sources: Securities Purchase Agreement (Usio, Inc.), Securities Purchase Agreement (Precision Optics Corporation, Inc.), Securities Purchase Agreement (Usio, Inc.)
Survival. The All representations, warranties, warranties and covenants and agreements contained in this Agreement shall survive the Closing of the transactions contemplated by this AgreementClosing.
Appears in 21 contracts
Sources: Investment Agreement (reAlpha Tech Corp.), Securities Purchase Agreement (Schuler Tino Hans), Securities Purchase Agreement (Schuler Jack W)
Survival. The representations, warranties, covenants representations and agreements contained warranties made in this Agreement shall survive the Closing closing of the transactions contemplated by this Agreement.
Appears in 20 contracts
Sources: Securities Purchase Agreement (Contango ORE, Inc.), Exchange and Registration Rights Agreement (Abraxas Energy Partners LP), Exchange and Registration Rights Agreement (Abraxas Petroleum Corp)
Survival. The representations, warranties, covenants representations and agreements contained warranties in this Agreement shall survive the Closing of the transactions contemplated by this AgreementClosing.
Appears in 19 contracts
Sources: Convertible Note Purchase Agreement (Neoprobe Corp), Securities Exchange Agreement (Neoprobe Corp), Securities Purchase Agreement (Buchanan Partners LTD)
Survival. The foregoing representations, warranties, covenants warranties and agreements contained in this Agreement shall survive the Closing execution of the transactions contemplated by this Agreement.
Appears in 15 contracts
Sources: Stock Purchase Agreement (Digirad Corp), Unit Purchase Agreement (Remark Media, Inc.), Stock Purchase Agreement (AMERI Holdings, Inc.)
Survival. The representationsterms, warrantiesconditions, covenants representations and agreements all warranties contained in this Agreement shall survive the Closing termination or expiration of the transactions contemplated by this Agreement.
Appears in 14 contracts
Sources: Professional Services Agreement, Intergovernmental Agreement, Personal/Professional Services Agreement
Survival. The representations, warranties, covenants representations and agreements contained warranties set forth in this Agreement shall survive the Closing execution of this Agreement and the consummation of the transactions contemplated by this Agreementherein.
Appears in 14 contracts
Sources: Stock Purchase Agreement (Rave Restaurant Group, Inc.), Stock Purchase Agreement (Newcastle Partners L P), Stock Purchase Agreement (Wilhelmina International, Inc.)
Survival. The representations, warranties, covenants representations and agreements contained warranties made in this Agreement AGREEMENT shall survive the Closing closing of the transactions contemplated by this AgreementAGREEMENT.
Appears in 14 contracts
Sources: Purchase and Sale Agreement (Enhance Biotech Inc), Purchase and Sale Agreement (Enhance Biotech Inc), Purchase and Sale Agreement (Enhance Biotech Inc)
Survival. The representations, warranties, covenants representations and agreements contained warranties made in this Agreement shall will survive the execution and delivery of this Agreement and the Closing for the length of the transactions contemplated by this Agreementapplicable statute of limitations with respect thereto.
Appears in 13 contracts
Sources: Backstop Commitment Agreement, Restructuring Support and Forbearance Agreement (CAESARS ENTERTAINMENT Corp), Restructuring Support and Forbearance Agreement (CAESARS ENTERTAINMENT Corp)
Survival. The All of the representations, warranties, covenants covenants, and agreements of the parties contained in this Agreement shall survive the Closing of the transactions contemplated by until this AgreementAgreement is terminated.
Appears in 12 contracts
Sources: Stockholders Agreement, Stockholders Agreement (Mitsui & Co LTD), Shareholder Agreements (Penske Roger S)
Survival. The representations, warranties, agreements and covenants and agreements contained in this Agreement shall survive the Closing execution and delivery hereof until the consummation of the transactions contemplated hereby or termination or expiration of this Agreement by this Agreementits terms.
Appears in 12 contracts
Sources: Exchange Agreement (Nuburu, Inc.), Exchange Agreement (Nuburu, Inc.), Master Exchange Agreement (Net Element, Inc.)
Survival. The representations, Each of the representations and warranties, covenants and agreements contained agreements, set forth in this Agreement shall survive the Closing of the transactions contemplated by under this Agreement.
Appears in 12 contracts
Sources: Stock Purchase Agreement (PW Partners Atlas Fund III, LP), Stock Purchase Agreement (PW Partners Atlas Fund III, LP), Call Option Agreement (PW Partners Atlas Fund III, LP)
Survival. The representationsAll representations and warranties contained in this Agreement, warranties, and all covenants and agreements contained in this the Agreement which contemplate performance after the Closing Date (including, without limitation, those covenants and agreements contained in Section 1.2 hereof) shall survive the Closing of the transactions contemplated by this AgreementClosing.
Appears in 11 contracts
Sources: Contribution Agreement (MHI Hospitality CORP), Contribution Agreement (MHI Hospitality CORP), Contribution Agreement (MHI Hospitality CORP)
Survival. The All representations, warranties, covenants and agreements contained in this Agreement of the parties shall survive the Closing consummation of the transactions contemplated by this Agreement.
Appears in 11 contracts
Sources: Share Repurchase Agreement, Share Repurchase Agreement (Melco Crown Entertainment LTD), Share Repurchase Agreement (Perfect World Co., Ltd.)
Survival. The warranties, representations, warranties, covenants and agreements contained in this Agreement shall survive the execution and delivery of this Agreement and the Closing of the transactions contemplated by this Agreementhereby.
Appears in 11 contracts
Sources: Stock Repurchase Agreement (Cloudera, Inc.), Share Purchase Agreement (Digital Realty Trust, L.P.), Share Purchase Agreement (Digital Realty Trust, L.P.)
Survival. The representations, warranties, agreements and covenants and agreements contained in this Agreement shall survive the Closing and the and conversion of the transactions contemplated by this AgreementDebentures and exercise of the Warrant.
Appears in 11 contracts
Sources: Convertible Debenture Purchase Agreement (Fix Corp International Inc), Convertible Debenture Purchase Agreement (Fix Corp International Inc), Convertible Debenture Purchase Agreement (Eurotech LTD)
Survival. The representationscovenants, warrantiesagreements, covenants representations and agreements warranties contained in or made in this Agreement shall survive the Closing Separation Date or any termination of the transactions contemplated by this Agreement.
Appears in 11 contracts
Sources: Separation Agreement (Jade Biosciences, Inc.), Release Agreement (Zentalis Pharmaceuticals, Inc.), Release Agreement (Zentalis Pharmaceuticals, Inc.)
Survival. The representations, warranties, general covenants and agreements indemnities contained in this Agreement shall survive the Closing termination of the transactions contemplated by this Agreement.
Appears in 10 contracts
Sources: Consulting Agreement (Inverted Paradigms Corp), Business Advisory Agreement (Accupoll Holding Corp), Business Advisory Agreement (Patriot Motorcycle Corp)
Survival. The representations, warranties, covenants covenants, and agreements contained in this Agreement shall survive the Closing consummation of the transactions contemplated by this Agreementhereby.
Appears in 10 contracts
Sources: Debt Conversion Agreement (Electropure Inc), Stock Right Agreement (Frank Anthony M), Stock Right Agreement (Frank Randall P)
Survival. The All representations, warranties, covenants and agreements contained obligations in this Agreement, and any other certificate or document delivered pursuant to this Agreement shall will survive the Closing and the consummation of the transactions contemplated by this AgreementContemplated Transactions.
Appears in 10 contracts
Sources: Purchase Agreement (Med-Cannabis Pharma, Inc.), Purchase Agreement (SW China Imports, Inc.), Purchase Agreement (Specialty Contractors, Inc.)
Survival. The representations, warranties, agreements and covenants and agreements contained in this Agreement shall survive the Closing and the and conversion of the transactions contemplated by this AgreementDebentures and exercise of the Warrants.
Appears in 10 contracts
Sources: Convertible Debenture Purchase Agreement (Eurotech LTD), Convertible Debenture Purchase Agreement (Innovacom Inc), Convertible Debenture Purchase Agreement (JNC Opportunity Fund LTD)
Survival. The representations, warranties, representations and covenants and agreements of the parties contained in this Agreement shall survive the Closing execution and delivery of this Agreement and the transactions contemplated by this AgreementClosing.
Appears in 10 contracts
Sources: Series C Preferred Stock and Warrant Purchase Agreement (Mobility Electronics Inc), Bridge Promissory Note and Warrant Purchase Agreement (Mobility Electronics Inc), Unit Purchase Agreement (Mobility Electronics Inc)
Survival. The representations, warranties, and covenants and agreements contained and/or made in this Agreement shall survive the Closing termination of this Agreement and the performance of the transactions work contemplated by this Agreement.
Appears in 10 contracts
Sources: Participating Contractor Agreement, Participating Contractor Agreement, Participating Contractor Agreement
Survival. The representationscovenants, warrantiesobligations, covenants indemnities, representations and agreements contained warranties included in this Agreement shall survive the Closing of the transactions contemplated by this Agreementand remain actionable thereafter.
Appears in 10 contracts
Sources: Purchase and Sale Agreement (Tipperary Corp), Purchase and Sale Agreement (Tipperary Corp), Purchase and Sale Agreement (Tipperary Corp)
Survival. The representations, warranties, agreements and covenants and agreements -------- contained in this Agreement shall survive the Closing of the transactions contemplated by this AgreementClosing.
Appears in 8 contracts
Sources: Registration Rights Agreement (Dermisonics, Inc), Registration Rights Agreement (Dermisonics, Inc), Registration Rights Agreement (Dermisonics, Inc)
Survival. The representations, warranties, covenants and agreements contained made in this Agreement shall survive the Closing closing of the transactions contemplated by this Agreementhereby and the exchange and delivery of the Warrants and the Exchange Note.
Appears in 8 contracts
Sources: Warrant Exchange Agreement, Warrant Exchange Agreement (SELLAS Life Sciences Group, Inc.), Warrant Exchange Agreement (SELLAS Life Sciences Group, Inc.)
Survival. The All of the representations, warranties, covenants and agreements contained in this Agreement shall survive the Closing of the transactions contemplated by this AgreementClosing.
Appears in 8 contracts
Sources: Securities Purchase Agreement (CapStar Financial Holdings, Inc.), Securities Purchase Agreement (Hilltop Holdings Inc.), Securities Transfer Agreement
Survival. The representations, warranties, covenants and agreements contained in this Agreement shall survive the Closing of the transactions contemplated by this AgreementAgreement until the repayment in full of the Note.
Appears in 7 contracts
Sources: Securities Offering Agreement (Arkanova Energy Corp.), Securities Offering Agreement (Arkanova Energy Corp.), Conversion and Loan Modification Agreement (Arkanova Energy Corp.)
Survival. The representations, warranties, covenants representations and agreements contained warranties set forth in this Agreement shall survive the Closing execution of this Agreement and the consummation of the transactions contemplated by herein. The covenants and other agreements set forth in this Agreement shall terminate on the tenth anniversary of this Agreement.
Appears in 7 contracts
Sources: Stock Purchase Agreement (Titanium Metals Corp), Stock Purchase Agreement (Nl Industries Inc), Stock Purchase Agreement (Compx International Inc)
Survival. The representations, warranties, covenants representations and agreements contained warranties made in this Agreement agreement shall survive the Closing closing of the transactions contemplated by this Agreementagreement.
Appears in 7 contracts
Sources: Securities Purchase Agreement (Advanced Knowledge Inc), Subscription Agreement (Juneau Brad), Subscription Agreement (Reimer Charles M)
Survival. The representations, warranties, covenants representations and agreements warranties of the parties contained in this Agreement, as well as the provisions of this Agreement respecting confidentiality and indemnification, shall survive the Closing end of the transactions contemplated by term of this Agreement.
Appears in 7 contracts
Sources: Terms and Conditions, Software Service Loan Agreement, Software Service Loan Agreement
Survival. The All representations, warranties, warranties and covenants and agreements contained in this Agreement shall survive changes in the Closing transactions, documents and instruments described herein, in each case until the end of the transactions contemplated by this AgreementTerm.
Appears in 7 contracts
Sources: Non Redemption Agreement (Teamshares Inc), Non Redeption Agreement (Live Oak Acquisition Corp. V), Non Redeemption Agreement (Chijet Motor Company, Inc.)
Survival. The representationsAll promises, warrantiescovenants, covenants representations and agreements contained warranties made in this Agreement shall survive the Closing of Closing, except only to the transactions contemplated by this Agreementextent that they are fulfilled or fully performed in the Closing.
Appears in 6 contracts
Sources: LLC Membership Purchase and Sale Agreement, LLC Membership Purchase and Sale Agreement, LLC Membership Purchase and Sale Agreement
Survival. The representations, warranties, representations and warranties and the covenants and agreements of the Company contained in this Agreement shall survive the Closing closing of the transactions contemplated by this Agreementthe Transaction Documents.
Appears in 6 contracts
Sources: Loan Agreement (Icm Asset Management Inc/Wa), Loan Agreement (Icm Asset Management Inc/Wa), Loan Agreement (Icm Asset Management Inc/Wa)
Survival. The representations, warranties, covenants All representations and agreements contained warranties made in this Agreement shall survive the Closing of the transactions contemplated by this Agreement.
Appears in 6 contracts
Sources: Share Exchange Agreement (ZipGlobal Holdings, Inc.), Share Exchange Agreement (ZipGlobal Holdings, Inc.), Stock Exchange Agreement (Internet Law Library Inc)
Survival. The representations, warranties, warranties and covenants and agreements contained in this Agreement shall survive the Closing execution and delivery of this Agreement and the consummation of the transactions contemplated by this Agreement.
Appears in 6 contracts
Sources: Employment Agreement (Institutional Financial Markets, Inc.), Separation, Release and Repurchase Agreement (Institutional Financial Markets, Inc.), Separation, Release and Repurchase Agreement (Institutional Financial Markets, Inc.)
Survival. The representations, warranties, covenants All representations and agreements warranties contained in this Agreement shall survive the Closing of the transactions contemplated by this AgreementClosing.
Appears in 6 contracts
Sources: Stock Purchase Agreement (Dreamlife Inc), Stock Purchase Agreement (K&f Industries Inc), Purchase Agreement (Jillians Entertainment Corp)
Survival. The representations, warranties, covenants and agreements contained made in this Agreement shall survive the Closing closing of the transactions contemplated by this Agreementhereby and the exchange and delivery of the Warrants and the Exchange Shares.
Appears in 6 contracts
Sources: Series B Convertible Preferred Stock Exchange Agreement (MICT, Inc.), Series a Convertible Preferred Stock Exchange Agreement (MICT, Inc.), Warrant Exchange Agreement
Survival. The All representations, warranties, covenants covenants, and agreements contained (and exceptions thereto) set forth in this Agreement shall survive the Closing Date and the consummation of the transactions contemplated by this Agreementhereby.
Appears in 6 contracts
Sources: Share Exchange Agreement (INVENT Ventures, Inc.), Share Exchange Agreement (Aqualiv Technologies, Inc.), Share Purchase Agreement (Monkey Rock Group, Inc.)
Survival. The representations, warranties, warranties and indemnities set forth in this Agreement and in any certificate or instrument delivered in connection herewith shall be continuing and shall survive the Closing. The covenants and agreements contained in entered into pursuant to this Agreement to be performed after the Closing shall survive the Closing of the transactions contemplated by this Agreementwithout limitation.
Appears in 6 contracts
Sources: Agreement and Plan of Acquisition (Billserv Com Inc), Agreement and Plan of Acquisition (Clearworks Net Inc), Merger Agreement (Clearworks Net Inc)
Survival. The All covenants, agreements, representations, warranties, covenants and agreements warranties contained in this Agreement shall survive the Closing expiration or earlier termination of the transactions contemplated by this Agreement.
Appears in 6 contracts
Sources: Development Agreement, Development Agreement, Development Agreement
Survival. The representations, warranties, covenants and agreements contained in executory provisions of this Agreement and all representations and warranties shall survive the Closing consummation of the transactions contemplated by this Agreement.
Appears in 5 contracts
Sources: Exclusive Cable Development and Programming Services Agreement (Protosource Corp), Exclusive Cable Development and Programming Services Agreement (Protosource Corp), Exclusive Cable Development and Programming Services Agreement (Protosource Corp)
Survival. The representations, warranties, warranties and covenants and agreements contained in this Agreement shall survive the Closing execution and delivery of this Agreement and the consummation of the transactions contemplated by this Agreementhereby.
Appears in 5 contracts
Sources: Contribution and Loan Agreement (Vickers Vantage Corp. I), Restructuring Agreement (Neptune Wellness Solutions Inc.), Investment Agreement (CrossAmerica Partners LP)
Survival. The representations, warranties, covenants and agreements contained in this Agreement shall survive the signing of this Agreement, each Closing Date, the termination of the transactions contemplated by Commitment Period and the termination of this Agreement.
Appears in 5 contracts
Sources: Share Subscription Agreement (Global Crossing Airlines Group Inc.), Share Subscription Agreement (Western Magnesium Corp.), Direct Placement Agreement (Chemesis International Inc.)
Survival. The warranties, representations, warranties, covenants and agreements contained in this Agreement shall survive the execution and delivery of this Agreement and the Closing of the transactions contemplated by this Agreement.hereby. [Signature Page Follows]
Appears in 5 contracts
Sources: Exchange Agreement (MPG Office Trust, Inc.), Exchange Agreement (MPG Office Trust, Inc.), Exchange Agreement (Digital Realty Trust, Inc.)
Survival. The All representations, warranties, covenants covenants, and agreements contained obligations in this Agreement, the Disclosure Schedule and any other certificate or document delivered pursuant to this Agreement shall will survive the Closing of the transactions contemplated by this AgreementClosing.
Appears in 5 contracts
Sources: Stock Purchase Agreement (Hybrook Resources Corp.), Asset Purchase Agreement (Best Energy Services, Inc.), Stock Purchase Agreement (Hybrook Resources Corp.)
Survival. The representations, warranties, representations and warranties contained in this Agreement shall survive the Closing of the transactions contemplated by this Agreement. The covenants and agreements contained in this Agreement shall survive the Closing of the transactions contemplated by this Agreement, unless such covenants by their terms expire by a specified date in which case such covenants shall expire on the expiration date set forth herein.
Appears in 4 contracts
Sources: Securities Purchase Agreement (Hale Martin M Jr), Common Stock Purchase Agreement (Lantronix Inc), Securities Purchase Agreement (Top Image Systems LTD)
Survival. The representations, warranties, covenants All representations and agreements contained warranties in this Agreement shall survive the execution and delivery of this Agreement and the Closing. All agreements contained herein shall survive the Closing of the transactions contemplated until, by this Agreementtheir respective terms, they are no longer operative.
Appears in 4 contracts
Sources: Securities Purchase Agreement (Lasersight Inc /De), Securities Purchase Agreement (Lasersight Inc /De), Securities Purchase Agreement (Lasersight Inc /De)
Survival. The All representations, warranties, warranties and covenants and agreements contained in this Agreement shall survive the Closing of the transactions transaction contemplated by this Agreementherein and, notwithstanding such Closing, shall continue in full force and effect following the Closing.
Appears in 4 contracts
Sources: Purchase & Sale Agreement (Anglogold Ashanti LTD), Purchase & Sale Agreement (Fcmi Financial Corp Et Al), Purchase & Sale Agreement (Fcmi Financial Corp Et Al)
Survival. The All covenants, agreements, representations, warranties, covenants and agreements contained warranties made in this Agreement shall survive all closings under this Agreement and, to the Closing extent expressly stated in certain Sections of this Agreement, the expiration of the transactions contemplated by Term or the early termination of this Agreement.
Appears in 4 contracts
Sources: Carried Interest Agreement (Kimber Resources Inc.), Management Services Consulting Agreement (Ads Media Group Inc), Management Services Consulting Agreement (National Health & Safety Corp)
Survival. The representations, warranties, covenants covenants, and other agreements contained in this Agreement shall survive the Closing execution hereof and will survive the expiration and termination of the transactions contemplated by this Agreement.
Appears in 4 contracts
Sources: Separation Agreement (Asbury Automotive Group Inc), Separation Agreement (Asbury Automotive Group Inc), Separation Agreement (Asbury Automotive Group Inc)
Survival. The representations, warranties, covenants covenants, acknowledgements and agreements contained in this Agreement shall survive the Closing and will continue in full force and effect and be binding upon the Subscriber notwithstanding any subsequent disposition by the Subscriber of the transactions contemplated by this AgreementSecurities.
Appears in 4 contracts
Sources: Subscription Agreement (Wordlogic Corp), Subscription Agreement (Wordlogic Corp), Subscription Agreement (Wordlogic Corp)
Survival. The representationsagreements, warranties, representations and warranties and covenants and agreements contained in this Agreement shall survive the Closing delivery of the transactions contemplated by Notes pursuant to this AgreementAgreement and any Advances made thereunder.
Appears in 4 contracts
Sources: Loan Agreement (Isco International Inc), Loan Agreement (Isco International Inc), Loan Agreement (Isco International Inc)
Survival. The All representations, warranties, agreements and covenants and agreements contained made in this Agreement shall survive the Closing execution of the transactions contemplated by this Agreement.
Appears in 4 contracts
Sources: Stock Purchase Agreement (Smtek International Inc), Subscription Agreement (Clean Energy Fuels Corp.), Share Exchange Agreement (Axesstel Inc)
Survival. The representations, warranties, covenants and agreements contained in this Agreement shall survive the Closing of the transactions contemplated by this Agreement for a period of two years, except as otherwise expressly provided in this Agreement.
Appears in 4 contracts
Sources: Common Stock and Warrant Purchase Agreement (Ats Medical Inc), Common Stock and Warrant Purchase Agreement (Sunesis Pharmaceuticals Inc), Common Stock and Warrant Purchase Agreement (Sunesis Pharmaceuticals Inc)
Survival. The representations, warranties, warranties and covenants and agreements of the parties contained in this Agreement shall survive the Closing of the transactions contemplated by this Agreementany purchase and sale.
Appears in 4 contracts
Sources: Unit Purchase and Sale Agreement (Heritage-Crystal Clean, Inc.), Unit Purchase and Sale Agreement (Heritage-Crystal Clean, Inc.), Unit Purchase and Sale Agreement (Heritage-Crystal Clean, Inc.)
Survival. The representations, warrantieswarranties, agreements and covenants and agreements contained in this Agreement shall survive the Closing and the conversion of the transactions contemplated by this AgreementShares.
Appears in 4 contracts
Sources: Series K 5% Convertible Preferred Stock Exchange Agreement (Fonix Corp), Series K 5% Convertible Preferred Stock Exchange Agreement (Fonix Corp), Series N Convertible Preferred Stock Purchase Agreement (Fonix Corp)
Survival. The representations, warranties, warranties and covenants and agreements contained in this Agreement shall Agreement, including the Note, are deemed to, and shall, survive the Closing execution and delivery of this Agreement by the transactions contemplated by this Agreementparties.
Appears in 4 contracts
Sources: Settlement Agreement (Stronghold Technologies Inc), Settlement Agreement (Stronghold Technologies Inc), Settlement Agreement (Stronghold Technologies Inc)
Survival. The representations, warranties, agreements and covenants and agreements contained in this Agreement shall survive the Closing of the transactions contemplated by this AgreementClosing.
Appears in 4 contracts
Sources: Purchase Agreement (Civitas Bankgroup Inc), Purchase Agreement (Civitas Bankgroup Inc), Registration Rights Agreement (Nexsan Corp)
Survival. The representations, warranties, covenants covenants, and agreements contained in this Agreement shall survive the Closing of the transactions contemplated by this AgreementClosing.
Appears in 4 contracts
Sources: Exchange, Redemption and Sale Agreement (Unitek Interposed LP), Exchange, Redemption and Sale Agreement (Unitek Interposed LP), Exchange, Redemption and Sale Agreement (Unitek Interposed LP)
Survival. The representationscovenants, warrantiesagreements, covenants representations and agreements warranties contained in this Termination Agreement shall be continuing and shall survive the Closing execution and delivery of the transactions contemplated by this Termination Agreement.
Appears in 4 contracts
Sources: Termination Agreement (Sputnik, Inc.), Termination Agreement (American Medical Systems Holdings Inc), Termination Agreement and General Release (E Trade Group Inc)
Survival. The representations, warranties, agreements and covenants and agreements contained in this Agreement shall survive the Closing and the conversion of the transactions contemplated by this AgreementShares.
Appears in 4 contracts
Sources: Series J 5% Convertible Preferred Stock Exchange Agreement (Fonix Corp), Exchange Agreement (NCT Group Inc), Series I 8% Convertible Preferred Stock Purchase Agreement (Fonix Corp)
Survival. The representationscovenants, warranties, covenants representations and agreements contained warranties in this Agreement shall survive the Closing execution of this Agreement and the consummation of the transactions contemplated by this Agreementhereunder, unless otherwise contemplated herein.
Appears in 4 contracts
Sources: Servicing Business Asset Purchase Agreement, Servicing Business Asset Purchase Agreement, Servicing Business Asset Purchase Agreement
Survival. The Each of the representations, warranties, covenants covenants, and agreements contained in this Agreement or pursuant hereto shall survive the Closing closing of the transactions contemplated by this Agreement.
Appears in 4 contracts
Sources: Stock Repurchase Agreement (Astrana Health, Inc.), Stock Repurchase Agreement (Apollo Medical Holdings, Inc.), Stock Purchase Agreement (ALLIED PHYSICIANS OF CALIFORNIA, a PROFESSION MEDICAL Corp)
Survival. The All representations, warranties, warranties and covenants and agreements contained in this Agreement shall survive (i) the Closing acceptance of this Agreement by the Company and (ii) changes in the transactions, documents and instruments described herein which are not material or which are to the benefit of the transactions contemplated by this Agreement.Subscriber, in each case until the earlier of the (A) Merger Closing or (B)
Appears in 3 contracts
Sources: Backstop and Subscription Agreement, Backstop and Subscription Agreement (Borqs Technologies, Inc.), Backstop and Subscription Agreement (Pacific Special Acquisition Corp.)
Survival. The representations, warranties, agreements and covenants and agreements contained in this Agreement herein shall survive the each Closing of the transactions contemplated by this Agreement.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Olympus Pacific Minerals Inc), Securities Purchase Agreement (Olympus Pacific Minerals Inc), Securities Purchase Agreement (Olympus Pacific Minerals Inc)
Survival. The All of the provisions of this Agreement, including without limitation, all representations, warranties, covenants covenants, agreements, obligations and agreements contained in this Agreement indemnities herein, shall survive the Closing of the transactions contemplated by this AgreementClosing.
Appears in 3 contracts
Sources: Asset Purchase Agreement (Comprehensive Medical Diagnostics Group Inc), Asset Purchase Agreement (Comprehensive Medical Diagnostics Group Inc), Asset Purchase Agreement (Comprehensive Medical Diagnostics Group Inc)
Survival. The representationsUnless otherwise set forth in this Agreement, the warranties, representations and covenants of the Company and agreements Purchaser contained in or made pursuant to this Agreement shall survive the Closing execution and delivery of this Agreement and the transactions contemplated by this AgreementClosing.
Appears in 3 contracts
Sources: Common Stock Purchase Agreement (Connetics Corp), Restricted Common Stock Purchase Agreement (Connetics Corp), Restricted Common Stock Purchase Agreement (Connetics Corp)
Survival. The representations, warranties, covenants and agreements contained in this Agreement shall survive the each Closing of the transactions contemplated by this AgreementAgreement for the applicable statute of limitations.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Sky Harbour Group Corp), Securities Purchase Agreement (Autolus Therapeutics PLC), Securities Purchase Agreement (Sky Harbour Group Corp)
Survival. The representations, warranties, covenants and agreements contained in this Agreement shall survive the each Closing of the transactions contemplated by this Agreement.
Appears in 3 contracts
Sources: Purchase Agreement (H/Cell Energy Corp), Purchase Agreement (H/Cell Energy Corp), Securities Purchase Agreement (Cryoport, Inc.)
Survival. The representations, warranties, covenants and agreements contained in this Agreement shall survive the Closing of the transactions contemplated by this AgreementAgreement for a period of two years.
Appears in 3 contracts
Sources: Purchase Agreement (Sahara Media Holdings, Inc.), Note Purchase Agreement (Viryanet LTD), Purchase Agreement (Viryanet LTD)
Survival. The representationsAll covenants, warrantiesagreements, covenants indemnifications, releases, representations and agreements warranties contained in this Agreement shall survive the Closing expiration or earlier termination of the transactions contemplated by this Agreement.
Appears in 3 contracts
Sources: Enabling Work Agreement, Enabling Work Agreement, Enabling Work Agreement
Survival. The representations, warranties, covenants All representations and agreements warranties contained in this Agreement shall survive the Closing of the transactions contemplated by this Agreementhereby until the expiration of the applicable statute of limitations.
Appears in 3 contracts
Sources: Purchase Agreement (Glencore Holding Ag), Purchase Agreement (Ophthalmic Imaging Systems), Purchase Agreement (Polymet Mining Corp)
Survival. The representations, warranties, covenants covenants, indemnities and agreements contained in this Agreement the Transaction Documents shall survive the Closing of the transactions contemplated by this Agreement.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Lilium N.V.), Securities Purchase Agreement (ImmunoGen, Inc.), Series a Convertible Preferred Subscription Agreement (Novavax Inc)
Survival. The representations, warranties, covenants and agreements contained in this Agreement set forth shall survive the Closing consummation of the transactions contemplated by this Agreement.
Appears in 3 contracts
Sources: Payroll Card Services Agreement (E-World Usa Holding,inc), Payroll Card Services Agreement (E-World Usa Holding,inc), Card Services Agreement (Fundstech Corp)
Survival. The All covenants, agreements, representations, warranties, covenants warranties and agreements contained in indemnities made under this Agreement shall survive the execution and delivery of this Agreement and shall survive the Closing of the transactions contemplated by this AgreementDate.
Appears in 3 contracts
Sources: Royalty Agreement (Royal Gold Inc), Avio Agreement (Royal Gold Inc), Master Agreement (Royal Gold Inc)
Survival. The representations, warranties, covenants covenants, indemnities and agreements contained in this Agreement Agreement, in the Certificate of Designation and in the other Transaction Documents shall survive the Closing of the transactions contemplated by this Agreement.
Appears in 3 contracts
Sources: Purchase Agreement (Adamis Pharmaceuticals Corp), Purchase Agreement (Adamis Pharmaceuticals Corp), Purchase Agreement (Adamis Pharmaceuticals Corp)
Survival. The representations, warranties, covenants covenants, indemnities and agreements contained in this Agreement and in the other Transaction Documents shall survive the Closing of the transactions contemplated by this Agreement, subject as applicable to the last sentence of Section 11.
Appears in 3 contracts
Sources: Stock Purchase Agreement (Hecht Peter M), Common Stock Purchase Agreement (Cyclerion Therapeutics, Inc.), Common Stock Purchase Agreement (Cyclerion Therapeutics, Inc.)
Survival. The provisions, representations, warranties, covenants and agreements contained in of this Agreement shall survive the Closing of the transactions transaction contemplated by this Agreementhereby, unless expressly provided herein to the contrary.
Appears in 3 contracts
Sources: Purchase and Sale Agreement (Amerihost Properties Inc), Purchase and Sale Agreement (PMC Commercial Trust /Tx), Purchase and Sale Agreement (Amerihost Properties Inc)
Survival. The All of the covenants, agreements, representations, warranties, covenants and agreements contained warranties made in this Agreement or made pursuant hereto shall survive the Closing and the consummation of the transactions contemplated by this Agreement.
Appears in 3 contracts
Sources: Merger Agreement (Gray Communications Systems Inc /Ga/), Merger Agreement (Gray Communications Systems Inc /Ga/), Asset Purchase Agreement (Gray Communications Systems Inc /Ga/)
Survival. The representationsAll agreements, warranties, covenants representations and agreements contained warranties made in this Agreement shall survive the Closing closing hereunder and the making of the transactions contemplated by this Agreementall advances hereunder.
Appears in 3 contracts
Sources: Loan Agreement (Evans & Sutherland Computer Corp), Line of Credit Agreement (Evans & Sutherland Computer Corp), Loan Agreement (Transnational Industries Inc)
Survival. The representationsAll of the terms, warrantiesconditions, covenants warranties and agreements representations contained in this Agreement shall survive the Closing of the transactions contemplated by this Agreement.Closing. 陈述及保证的有效期： 本协议中规定的条款、陈述及保证，以及根据本协议所产生的其他陈述和保证在本协议完成之前一直有效。
Appears in 3 contracts
Sources: Stock Purchase Agreement (China Intelligence Information Systems Inc.), Stock Purchase Agreement (China VoIP & Digital Telecom Inc.), Stock Purchase Agreement (China VoIP & Digital Telecom Inc.)
Survival. The representations, warranties, covenants All representations and agreements contained warranties made in this Agreement shall survive the Closing execution of this Agreement and the contemporaneous closing of the transactions contemplated by this Agreementhereby.
Appears in 3 contracts
Sources: Stock Purchase Agreement (Montgomery Michael E), Stock Purchase Agreement (Montgomery Michael E), Stock Purchase Agreement (Trek Resources Inc)
Survival. The All covenants, agreement, representations, warranties, covenants and agreements contained warranties made in this Agreement shall survive all closings under this Agreement and, to the Closing extent expressly stated in certain paragraphs of this Agreement, the expiration of the transactions contemplated by Initial Term or the early termination of this Agreement.
Appears in 3 contracts
Sources: Employment Agreement (Bloomios, Inc.), Employment Agreement (Bloomios, Inc.), Employment Agreement (Bloomios, Inc.)
Survival. The representations, warranties, covenants covenants, agreements and agreements contained indemnities in this Agreement and the Closing Documents shall survive the Closing and the consummation of the transactions contemplated by this Agreementdescribed herein and therein.
Appears in 3 contracts
Sources: Purchase and Sale Agreement, Purchase and Sale Agreement (KCS Energy Inc), Closing Agreement (Key Energy Services Inc)
Survival. The representations, warranties, covenants and agreements contained set forth in this Agreement shall will survive the Closing closing of the transactions transaction contemplated by in this Agreement.
Appears in 3 contracts
Sources: Debt Settlement Agreement (Assure Holdings Corp.), Stock Grant Amendment and Transfer Agreement (Assure Holdings Corp.), Separation and Release Agreement (Neptune Society Inc/Fl)
Survival. The All representations, warranties, warranties and covenants and agreements contained in this Agreement shall survive the Closing termination of the transactions contemplated by this Agreement.
Appears in 3 contracts
Sources: Employment Agreement (Dynamic Ventures Corp.), Employment Agreement (Dynamic Ventures Corp.), Employment Agreement (Dynamic Ventures Corp.)
Survival. The representations, warranties, covenants and agreements contained in this Agreement shall survive the Closing of the transactions contemplated by this Agreement.Agreement until the repayment in full of the Note;
Appears in 3 contracts
Sources: Securities Purchase Agreement (Blue Water Petroleum Corp.), Securities Offering Agreement (Arkanova Energy Corp), Securities Offering Agreement (Arkanova Energy Corp)
Survival. The representationsagreements, warranties, representations and warranties and covenants and agreements contained in this Agreement shall survive the Closing delivery of the transactions contemplated by Convertible Notes pursuant to this Agreement.
Appears in 2 contracts
Sources: Securities Purchase Agreement (NANOPHASE TECHNOLOGIES Corp), Securities Purchase Agreement (Isco International Inc)
Survival. The representations, warranties, covenants covenants, agreements and agreements contained indemnities in this Agreement shall and the Closing Documents and other Production Payment Documents will survive the Closing and the consummation of the transactions contemplated by this Agreementdescribed herein and therein.
Appears in 2 contracts
Sources: Purchase and Sale Agreement (GMX Resources Inc), Purchase and Sale Agreement (Baron Energy Inc.)
Survival. The representations, warranties, covenants and agreements contained set forth in this Agreement shall survive the Closing of the transactions contemplated by this AgreementClosing.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Vesta Insurance Group Inc), Securities Purchase Agreement (Vesta Insurance Group Inc)
Survival. The representationscovenants, warranties, covenants representations and agreements contained warranties in this Agreement shall survive the Closing execution of this Agreement and the consummation of the transactions contemplated by this Agreementhereunder.
Appears in 2 contracts
Sources: Asset Contribution and Assignment Agreement, Asset Contribution and Assignment Agreement
Survival. The representations, warranties, All covenants and agreements warranties contained in this Agreement are contractual and shall survive the Closing closing of the transactions contemplated by this Agreement.
Appears in 2 contracts
Sources: Executive Management Agreement (Dubuc Motors Inc.), Executive Management Agreement (Dubuc Motors Inc.)