Surviving Contracts Sample Clauses

The Surviving Contracts clause defines which provisions of an agreement will continue to remain in effect even after the contract itself has been terminated or expired. Typically, this clause specifies that certain obligations—such as confidentiality, indemnification, or dispute resolution—will survive the end of the contractual relationship. Its core practical function is to ensure that important rights and responsibilities persist beyond the contract’s formal end, thereby protecting the parties’ interests and addressing ongoing risks.
Surviving Contracts. Gas Supply Fee Agreement by and between WPX Energy Marketing, LLC and ▇▇▇▇▇▇▇▇ Energy (Canada), Inc. dated November 18, 2009.
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Surviving Contracts. The Operating Agreements which Purchaser does not elect to cancel and agrees to assume, such election to be made on or before the expiration of the Due Diligence Period; provided that the management agreement with Manager shall be terminated as of the Closing Date under all circumstances. If Purchaser fails to make an election to assume an Operating Agreement as provided above, Purchaser shall be deemed to have elected not to assume such Operating Agreement.
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Surviving Contracts. Except for the Program Agreements, the Managed Care Replacement Agreement, and the Operations Insurance Policies (collectively, the "SURVIVING CONTRACTS"), BICO is not party to any Contracts of any kind or nature. Each Surviving Contract is in full force and effect and, to the knowledge of Seller or BICO, is valid and enforceable by BICO in accordance with its terms. BICO is not in default in the observance or the performance of any term or obligation to be performed by it under any Surviving Contract; to the knowledge of Seller there does not exist any event that, with the giving of notice or the lapse of time or both, would constitute a breach of or a default under any Surviving Contract; and to the knowledge of Seller, there have been no intentional waivers or releases of any rights or remedies of BICO under any Surviving Contract except for such breaches, defaults or waivers the effect of which, individually or in the aggregate, would not materially adversely affect the ability of Seller to consummate the transactions contemplated hereby. To the knowledge of Seller and/or BICO, no other person is in default in the observance or the performance of any term or obligation to be performed by it under any Surviving Contract; and
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Related to Surviving Contracts

  • Bylaws of Surviving Corporation At the Effective Time, the Bylaws of Merger Sub (the “Merger Sub Bylaws”), as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended in accordance with applicable law.

  • Surviving Rights Notwithstanding the termination of Executive’s employment, the parties shall be required to carry out any provisions hereof which contemplate performance subsequent to such termination; and such termination shall not affect any liability or other obligation which shall have accrued prior to such termination, including, but not limited to, any liability for loss or damage on account of a prior default.

  • Surviving Corporation 6 Tax...........................................................................17

  • Effective Time Subject to the provisions of this Agreement, at the Closing, the Company will cause a certificate of merger (the “Certificate of Merger”) to be executed, acknowledged and filed with the Secretary of State of the State of Delaware in accordance with Section 251 of the DGCL. The Merger will become effective at such time as the Certificate of Merger has been duly filed with the Secretary of State of the State of Delaware or at such later date or time as may be agreed by the Company and Merger Sub in writing and specified in the Certificate of Merger in accordance with the DGCL (the effective time of the Merger being hereinafter referred to as the “Effective Time”).

  • Articles of Incorporation and Bylaws of the Surviving Corporation At the Effective Time, (i) the Articles of Incorporation of Company as in effect immediately prior to the Effective Time shall be the Articles of Incorporation of the Surviving Corporation until thereafter amended as provided by law and such Articles of Incorporation, and (ii) the Bylaws of Company as in effect immediately prior to the Effective Time shall be the Bylaws of the Surviving Corporation until thereafter amended as provided by law, the Articles of Incorporation of the Surviving Corporation and such Bylaws.