Surviving Terms definition

Surviving Terms as defined in Section 10.20.

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Surviving Terms means the terms of Section 6.01, 6.02 and Sections 10.02 and 10.03;

Surviving Terms means Section 5.2, Section 6.2, Section 6.3, Article VII, Sections 1(c)(iii)-(iv) of Annex I and Annex II.

Examples of Surviving Terms in a sentence

• Any such termination shall be without liability of any party to any other party except that the Surviving Terms shall remain in full force and effect notwithstanding such termination.

• The Surviving Terms shall continue in effect indefinitely following any expiration or termination of the Agreement unless a specific period of time is provided in such term.

• Subject to the Surviving Terms, the Credit Documents embody the entire agreement of the parties and supersede all prior agreements and understandings relating to the subject matter hereof and any prior letter of interest, fee letter, confidentiality and similar agreements involving any Credit Party, any Agent, any Lender and any of their respective Affiliates relating to a financing of substantially similar form, purpose or effect.

• The foregoing rights will be co-terminus with this Agreement and, subject to any specific provisions set forth in Section 11.5 [(Surviving Terms]), shall terminate on and as of the effective date of termination or expiration hereof.

• Borrower hereby agrees that it shall continue to be bound by the Surviving Terms.

• Surviving Terms Refers to Article 13 (Announcement), Article 14 (Confidentiality), Article 15 (Non-transferrable), Article 17 (Taxation and Expenses), Article 18 (Notice), Article 19 (Conflicts with Other Agreements), Article 20 (Exemption, Rights and Remedies), Article 22 (Entry into Force and Amendment), Article 23 (Invalidity) and Article 24 (Governing Law and Arbitration) of this Agreement and Annex 2 (Definitions and Interpretation) hereto.

• For greater certainty, other than as provided in the Surviving Terms, neither party shall not have any further liability or obligation to the other party upon termination of this Agreement.

• Neither termination nor expiration of this Agreement shall relieve either party of rights and liabilities previously accrued hereunder through to the effective date of termination or expiry or any liability, obligation or agreement in the Surviving Terms, which shall survive and be performed after such termination or expiration.

• This Agreement may terminate upon the expiration or termination of the Services Agreement or upon 30 days written notice by either party, subject to the Surviving Terms and Conditions and other obligations herein.

• Rather, to the extent enforceable, the Surviving Terms continue in full force and effect pursuant to their terms and are incorporated herein by reference and, to the extent the Surviving Terms impose upon Employee additional and/or broader obligations than contained herein, such Surviving Terms will be controlling unless the Company expressly waives in writing its right to enforce such Surviving Terms.

More Definitions of Surviving Terms

Surviving Terms means Clause 1 (Definitions), Clause 10 (Termination), Clause 11 (US Securities Law), Clause 14 (Guarantee), Clause 15.2 (Claim for damages) 15.3 (Limitations) and Clause 16 (Miscellaneous). 1. 103 Tax or Taxation means all taxes, duties, levies, social security contributions (including National Insurance contributions) and imposts and any charges, surcharges, deductions and withholdings of a fiscal nature, whether direct or indirect, at whatever time and in whichever jurisdiction created or imposed, including any incidental or supplemental interest, penalties, surcharges and levies. 1. 104 Tax Indemnity Claim means any liability to Taxation of the Company or, in circumstances where the First Option is exercised by the Buyer prior to the First Option Exercise Expiry Date, the Option Company incurred or otherwise existing prior to, or which relates to the period prior to, the Closing Date including, without limitation, all penalties, charges and interest and reasonable costs and expenses including, without limitation, external advisors’ and/or consultants’ fees incurred in connection with any claim or liability for Taxation as is mentioned below: 10 (a) in respect of or arising from any transaction effected or deemed to have been effected on or before Closing; (b) by reference to any profits earned, accrued or received on or before Closing; and (c) any claim or liability for Taxation from the date of such company’s incorporation up to Closing, regardless of when such claim was, is or will be commenced. For the purposes of this definition, the term “transaction” includes any transaction, circumstance, act, event or omission of whatever nature, and the term “profits” includes, income, profits or gains of any description or from any source and include profits deemed to have been or treated as earned, accrued or received for Taxation purposes.