Time Limitations. Neither Parent nor Acquisition Corp. shall have any liability (for indemnification or otherwise) with respect to any representation or warranty, or agreement to be performed and complied with prior to the Effective Time, unless on or before the two-year anniversary of the Effective Time (the “Claims Deadline”), Parent is given notice of a claim with respect thereto, in accordance with Section 8.05, specifying the factual basis therefor in reasonable detail to the extent then known by the Company Indemnified Parties.
Appears in 17 contracts
Samples: Agreement of Merger and Plan of Reorganization (Cherry Tankers Inc.), Agreement of Merger and Plan of Reorganization (Magnolia Solar Corp), Agreement of Merger and Plan of Reorganization (BeesFree, Inc.)
Time Limitations. Neither Parent nor Acquisition Corp. shall have any liability (for indemnification or otherwise) with respect to any representation or warranty, or covenant or agreement to be performed and complied with prior to the Effective Time, unless on or before the two-year twelve month anniversary of the Effective Time (the “Claims Deadline”), Parent is given notice of a claim with respect thereto, in accordance with Section 8.059.5, specifying the factual basis therefor therefore in reasonable detail to the extent then known by the Company Indemnified Parties.
Appears in 15 contracts
Samples: Agreement and Plan of Merger (Co-Signer, Inc.), Agreement and Plan of Merger (Blue Earth Solutions, Inc.), Agreement and Plan of Merger (Pacific Syndicated Resources, Inc.)
Time Limitations. Neither Parent nor Acquisition Corp. shall have any liability Liability (for indemnification or otherwise) with respect to any representation or warranty, or covenant or agreement to be performed and complied with prior to the Effective Time, unless on or before the two-year twelve month anniversary of the Effective Time (the “Claims Deadline”), Parent is given notice of a claim with respect thereto, in accordance with Section 8.059.5, specifying the factual basis therefor therefore in reasonable detail to the extent then known by the Company Indemnified Parties.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Smart Kids Group Inc.), Agreement and Plan of Merger (Smart Kids Group Inc.), Agreement and Plan of Merger (ePhoto Image, Inc.)
Time Limitations. Neither Parent nor Acquisition Corp. shall have any liability (for indemnification or otherwise) with respect to any representation or warranty, or agreement to be performed and complied with prior to the Effective Time, unless on or before the twoone-year anniversary of the Effective Time (the “Claims Deadline”"CLAIMS DEADLINE"), Parent is given notice of a claim with respect thereto, in accordance with Section 8.0512.7, specifying the factual basis therefor therefore in reasonable detail to the extent then known by the Company Indemnified Parties.
Appears in 4 contracts
Samples: Agreement of Merger and Plan (Medallion Crest Management Inc), Agreement of Merger and Plan of Reorganization (Chubasco Resources Corp.), Agreement of Merger and Plan (Darwin Resources Corp.)
Time Limitations. Neither Parent nor Acquisition Corp. shall have any liability (for indemnification or otherwise) with respect to any representation or warranty, or agreement to be performed and complied with prior to the Effective Time, unless on or before the twoone-year anniversary of the Effective Time (the “"Claims Deadline”"), Parent is given notice of a claim with respect thereto, in accordance with Section 8.0512.5, specifying the factual basis therefor in reasonable detail to the extent then known by the Company Indemnified Parties.
Appears in 3 contracts
Samples: Agreement of Merger and Plan (Fairview Energy Corporation, Inc.), Agreement of Merger and Plan (Towerstream Corp), Handheld Entertainment, Inc.
Time Limitations. Neither Parent nor Acquisition Corp. shall have any liability (for indemnification or otherwise) with respect to any representation or warranty, or agreement to be performed and complied with prior to the Effective Time, unless on or before the twoone-year anniversary of the Effective Time (the “Claims Deadline”), Parent is given notice of a claim with respect thereto, in accordance with Section 8.0512.5, specifying the factual basis therefor in reasonable detail to the extent then known by the Company Indemnified Parties.
Appears in 2 contracts
Samples: Agreement of Merger And (Fitness Xpress Software Inc.), Agreement of Merger And (Farrier Resources Corp)
Time Limitations. Neither Parent nor Acquisition Corp. shall have any liability (for indemnification or otherwise) with respect to any representation or warranty, or agreement to be performed and complied with prior to the Effective Time, unless on or before the twoone-year anniversary of the Effective Time (the “"Claims Deadline”"), Parent is given notice of a claim with respect thereto, in accordance with Section 8.059.5, specifying the factual basis therefor therefore in reasonable detail to the extent then known by the Company Indemnified Parties.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Common Horizons Inc), Agreement and Plan of Merger (Becoming Art Inc)
Time Limitations. Neither Parent nor Acquisition Corp. shall have any liability (for indemnification or otherwise) with respect to any representation or warranty, or agreement to be performed and complied with prior to the Effective Time, unless occurring between the time period beginning on or before the two-year anniversary of August 7, 2012 and ending at the Effective Time (the “Claims Deadline”), Parent is given notice of a claim with respect thereto, in accordance with Section 8.05, specifying the factual basis therefor in reasonable detail to the extent then known by the Company Indemnified Parties.
Appears in 1 contract
Samples: Agreement of Merger and Plan of Reorganization (Be Active Holdings, Inc.)
Time Limitations. Neither Parent nor Acquisition Corp. shall have any liability (for indemnification or otherwise) with respect to any representation or warranty, or covenant or agreement to be performed and complied with prior to the Effective Time, unless on or before the twoone-year anniversary of the Effective Time (the “Claims Deadline”), Parent is given notice of a claim with respect thereto, in accordance with Section 8.059.5, specifying the factual basis therefor therefore in reasonable detail to the extent then known by the Company Indemnified Parties.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Intellect Neurosciences, Inc.)
Time Limitations. Neither Parent Parent, Holdings nor Acquisition Corp. shall have any liability (for indemnification or otherwise) with respect to any representation or warranty, or agreement to be performed and complied with prior to the Effective Time, unless on or before the two-year anniversary of the Effective Time (the “Claims Deadline”), Parent Holdings is given notice of a claim with respect thereto, in accordance with Section 8.05, specifying the factual basis therefor therefore in reasonable detail to the extent then known by the Company Indemnified Parties.
Appears in 1 contract
Samples: Agreement of Merger And (Beacon Energy Holdings, Inc.)
Time Limitations. Neither Parent nor Acquisition Corp. Corp or the Company shall have any liability (for indemnification or otherwise) with respect to any representation or warranty, or agreement to be performed and complied with prior to the Effective Time, unless on or before the twoone-year anniversary of the Effective Time (the “Claims Deadline”), Parent or the Company, as the case may be, is given notice of a claim with respect thereto, in accordance with Section 8.058.06, specifying the factual basis therefor in reasonable detail to the extent then known by the Company Indemnified Partiesclaimants.
Appears in 1 contract
Samples: Agreement of Merger and Plan of Reorganization (Med-X, Inc.)
Time Limitations. Neither Parent nor Acquisition Corp. shall have any liability (for indemnification or otherwise) with respect to any representation or warranty, or agreement to be performed and complied with prior to the Effective Time, unless on or before the twoone-year anniversary of the Effective Time (the “Claims "CLAIMS Deadline”"), Parent is given notice of a claim with respect thereto, in accordance with Section 8.0512.5, specifying the factual basis therefor in reasonable detail to the extent then known by the Company Indemnified Parties.
Appears in 1 contract
Samples: Agreement of Merger and Plan (Edgemont Resources Corp)
Time Limitations. Neither Parent nor Acquisition Corp. shall have any liability Liability (for indemnification or otherwise) with respect to any representation or warranty, or covenant or agreement to be performed and complied with prior to the Effective Time, unless on or before the two-year twelve month anniversary of the Effective Time (the “"Claims Deadline”"), Parent is given notice of a claim with respect thereto, in accordance with Section 8.059.5, specifying the factual basis therefor therefore in reasonable detail to the extent then known by the Company Indemnified Parties.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Alkame Holdings, Inc.)
Time Limitations. Neither Parent nor Acquisition Corp. shall have any liability (for indemnification or otherwise) with respect to any representation or warranty, or covenant or agreement to be performed and complied with prior to the Effective Time, unless on or before the two-year six month anniversary of the Effective Time (the “Claims Deadline”), Parent is given notice of a claim with respect thereto, in accordance with Section 8.059.5, specifying the factual basis therefor therefore in reasonable detail to the extent then known by the Company Indemnified Parties.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Amerasia Khan Enterprises Ltd.)
Time Limitations. Neither Parent nor Acquisition Corp. shall have any liability (for indemnification or otherwise) with respect to any representation or warranty, or agreement to be performed and complied with prior to the Effective Time, unless on or before the two-year anniversary of the Effective Time (the “Claims Deadline”), Parent is given notice of a claim with respect thereto, in accordance with Section 8.05, specifying the factual basis therefor therefore in reasonable detail to the extent then known by the Company Indemnified Parties.
Appears in 1 contract
Samples: Agreement of Merger and Plan of Reorganization (Stratex Oil & Gas Holdings, Inc.)
Time Limitations. Neither Parent nor Acquisition Corp. shall have any liability (for indemnification or otherwise) with respect to any representation or warranty, or agreement to be performed and complied with prior to the Effective Time, unless on or before the two-year anniversary of the Effective Time (the “Claims Deadline”), Parent is given notice of a claim with respect thereto, in accordance with Section 8.058.06, specifying the factual basis therefor in reasonable detail to the extent then known by the Company Indemnified Parties.
Appears in 1 contract
Samples: Agreement of Merger and Plan of Reorganization (FTOH Corp)
Time Limitations. Neither Parent nor Acquisition Corp. shall have any liability (for indemnification or otherwise) with respect to any representation or warranty, or agreement to be performed and complied with prior to the Effective Time, unless on or before the twoone-year anniversary of the Effective Time (the “Claims Deadline”), Parent is given notice of a claim with respect thereto, in accordance with Section 8.0512.7, specifying the factual basis therefor therefore in reasonable detail to the extent then known by the Company Indemnified Parties.
Appears in 1 contract
Samples: Agreement of Merger And (Windy Creek Developments, Inc.)
Time Limitations. Neither Parent nor Acquisition Corp. shall have any liability (for indemnification or otherwise) with respect to any representation or warranty, or covenant or agreement to be performed and complied with prior to the Effective Time, unless on or before the two-year anniversary three month anniversity of the Effective Time (the “Claims Deadline”), Parent is given notice of a claim with respect thereto, in accordance with Section 8.059.5, specifying the factual basis therefor therefore in reasonable detail to the extent then known by the Company Indemnified Parties.
Appears in 1 contract
Samples: Agreement and Plan of Merger (California News Tech)
Time Limitations. Neither Parent nor Acquisition Corp. shall have any liability (for indemnification or otherwise) with respect to any representation or warranty, or agreement to be performed and complied with prior to the Effective Time, unless on or before the twodate that is 45 calendar days after the date Parent files its Form 10-K for the year anniversary of the Effective Time ended December 31, 2012 (the “Claims Deadline”), Parent is given notice of a claim with respect thereto, in accordance with Section 8.05, specifying the factual basis therefor in reasonable detail to the extent then known by the Company Indemnified Parties.
Appears in 1 contract
Samples: Agreement of Merger and Plan of Reorganization (Excel Corp)
