Common use of Survival After Termination Clause in Contracts

Survival After Termination. If this Agreement terminates pursuant to Section 10.1, it shall become null and void and have no further force or effect, except that any such termination shall be without prejudice to the rights of any party on account of the non-satisfaction of the conditions set forth in Articles 6 and 7 resulting from the intentional or willful breach or violation of the representations, warranties, covenants or agreements of another party under this Agreement. Notwithstanding anything in this Agreement to the contrary, Sections 5.2 (relating to the Buyer's confidentiality obligations), 5.3, 5.4, 5.5, this Section 10.2 and Article 11 shall survive any termination of this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Spectrasite Holdings Inc)

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Survival After Termination. If this Agreement terminates pursuant to Section 10.110.1 and the Contemplated Transaction is not consummated, it this Agreement shall become null and void and have no further force or effect, except that any such termination shall be without prejudice to the rights of any party on account of the non-satisfaction nonsatisfaction of the conditions set forth in Articles 6 7 and 7 8 resulting from the intentional or willful breach or violation of the representations, warranties, covenants or agreements of another party under this Agreement. Notwithstanding anything in this Agreement to the contrary, the provisions of Sections 5.2 (relating to the Buyer's confidentiality obligations), 5.3, 5.4, 5.5and 6.1, this Section 10.2 and Article 11 Sections 11.2, 11.8 and 11.10 shall survive any termination of this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sirius Satellite Radio Inc)

Survival After Termination. If this Agreement terminates pursuant to Section 10.110.1 and the Contemplated Transaction is not consummated, it this Agreement shall become null and void and have no further force or effect, except that any such termination shall be without prejudice to the rights of any party on account of the non-satisfaction nonsatisfaction of the conditions set forth in Articles 6 7 and 7 8 resulting from the intentional or willful breach or violation of the representations, warranties, covenants or agreements of another party under this Agreement. Notwithstanding anything in this Agreement to the contrary, the provisions of Sections 5.2 (relating to the Buyer's confidentiality obligations)5.2, 5.3, 5.45.5 and 6.1, 5.5Article 9, this Section 10.2 and Article 11 Sections 11.1, 11.7 and 11.9 shall survive any termination of this Agreementthe Closing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sirius Satellite Radio Inc)

Survival After Termination. If this Agreement terminates pursuant to Section 10.112.1 and the Contemplated Transactions are not consummated, it this Agreement shall become null and void and have no further force or effect, except that any such termination shall be without prejudice to the rights of any party on account of the non-satisfaction nonsatisfaction of the conditions set forth in Articles 6 7 and 7 8 resulting from the intentional or willful breach or violation of the representations, warranties, covenants or agreements of another party under this Agreement. Notwithstanding anything in this 35 41 Agreement to the contrary, the provisions of Sections 5.2 (relating to the Buyer's confidentiality obligations)6.3, 5.36.4, 5.4, 5.56.5 and 6.16, this Section 10.2 12.2 and Article 11 13 shall survive any termination of this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Amn Healthcare Services Inc)

Survival After Termination. If this Agreement terminates is terminated pursuant to Section 10.17.1 and the transactions contemplated hereby are not consummated, it this Agreement shall become null and void and have no further force or effect, except that any such termination shall be without prejudice to the rights of any party on account of the non-satisfaction nonsatisfaction of the conditions set forth in Articles 5 and 6 and 7 resulting from the intentional or willful breach or violation of the representations, warranties, covenants or agreements of another party under this Agreement. Notwithstanding anything in this Agreement to the contrary, the provisions of Sections 5.2 (relating to the Buyer's confidentiality obligations)4.2, 5.34.3, 5.4, 5.54.4, this Section 10.2 7.2 and Article 11 Section 8 shall survive any termination of this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Actrade Financial Technologies LTD)

Survival After Termination. If this Agreement terminates pursuant to Section 10.112.1 and the Contemplated Transactions are not consummated, it this Agreement shall become null and void and have no further force or effect, except that any such termination shall be without prejudice to the rights of any party on account of the non-satisfaction nonsatisfaction of the conditions set forth in Articles 6 7 and 7 8 resulting from the intentional or willful breach or violation of the representations, warranties, covenants or agreements of another party under this Agreement. Notwithstanding anything in this Agreement to the contrary, the provisions of Sections 5.2 (relating to the Buyer's confidentiality obligations)6.3, 5.3, 5.4, 5.56.4 and 6.5, this Section 10.2 12.2 and Article 11 13 shall survive any termination of this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Amn Healthcare Services Inc)

Survival After Termination. If this Agreement terminates pursuant to Section 10.112.1, it shall subject to the limitations set forth in Article 11, become null and void and have no further force or effect, except that any such termination shall be without prejudice to the rights of any party on account of the non-satisfaction nonsatisfaction of the conditions condi tions set forth in Articles 6 7 and 7 8 resulting from the intentional or willful breach or violation of the representations, warranties, covenants or agreements of another party under this Agreement. Notwithstanding anything in this Agreement to the contrary, Sections 5.2 (relating to the Buyer's confidentiality obligations)Sec tions 6.4, 5.36.5, 5.4, 5.5, this Section 10.2 13.2 and Article 11 13.6 shall survive any termination of this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Playtex Products Inc)

Survival After Termination. If this Agreement terminates pursuant to Section 10.110.1 and the Contemplated Transactions are not consummated, it this Agreement shall become null and void and have no further force or effect, except that any such termination shall be without prejudice to the rights of any party on account of the non-satisfaction of the conditions set forth in Articles 6 7 and 7 8 or on account of the termination of this Agreement, each resulting from the intentional or willful breach or violation of the representations, warranties, covenants or agreements of another party under this Agreement. Notwithstanding anything in this Agreement to the contrary, the provisions of Sections 5.2 (relating to the Buyer's confidentiality obligations), 5.3, 5.4, 5.53.26 and 4.6, this Section 10.2 and Article 11 Sections 10.3, 11.1, 11.2, 12.2, 12.3, 12.8 and 12.10 shall survive any termination of this Agreement.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Strayer Education Inc)

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Survival After Termination. If this Agreement terminates pursuant to Section 10.111.1 and the Contemplated Transactions are not consummated, it this Agreement shall become null and void and have no further force or effect, except that any such termination shall be without prejudice to the rights of any party on account of the non-satisfaction nonsatisfaction of the conditions set forth in Articles 6 7 and 7 8 resulting from the intentional or willful breach or violation of the representations, warranties, covenants or agreements of another party under this Agreement. Notwithstanding anything in this Agreement to the contrary, the provisions of Sections 5.2 (relating to the Buyer's confidentiality obligations), 5.3, 5.4, 5.5and 6.1, this Section 10.2 11.2 and Article 11 Sections 12.2, 12.8 and 12.10 shall survive any termination of this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Carmike Cinemas Inc)

Survival After Termination. If this Agreement terminates is terminated pursuant to Section 10.17.1 and the transactions contemplated hereby are not consummated, it this Agreement shall become null and void and have no further force or effect, except that any such termination shall be without prejudice to the rights of any party on account of the non-satisfaction nonsatisfaction of the conditions set forth in Articles 5 and 6 and 7 resulting from the intentional or willful breach or violation of the representations, warranties, covenants or agreements of another party under this Agreement. Notwithstanding anything in this Agreement to the contrary, the provisions of Sections 5.2 (relating to the Buyer's confidentiality obligations)4.2, 5.34.3, 5.4, 5.57.2, this Section 10.2 7.3, and Article 11 Section 9 shall survive any termination of this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Callaway Golf Co /Ca)

Survival After Termination. If this Agreement terminates pursuant to Section 10.111.1 and the transactions contemplated hereby are not consummated, it this Agreement shall become null and void and have no further force or effect, except that any such termination shall be without prejudice to the rights of any party on account of the non-satisfaction nonsatisfaction of the conditions set forth in Articles 6 7 and 7 8 resulting from the intentional or willful breach or violation of the representations, warranties, covenants or agreements of another party under this Agreement. Notwithstanding anything in this Agreement to the contrary, the provisions of Sections 5.2 (relating to the Buyer's confidentiality obligations), 5.3, 5.4, 5.56.2(b) and 6.4, this Section 10.2 11.2 and Article 11 Articles 13 and 14 shall survive any termination of this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (SDL Inc)

Survival After Termination. If this Agreement terminates pursuant to Section 10.18.1 and the Contemplated Transactions are not consummated, it this Agreement shall become null and void and have no further force or effect, except that any such termination shall be without prejudice to the rights of any party on account of the non-satisfaction nonsatisfaction of the conditions set forth in Articles 6 and 7 resulting from the intentional or willful breach or violation of the representations, warranties, covenants or agreements of another party under this Agreement. Notwithstanding anything in this Agreement to the contrary, the provisions of Sections 5.2 (relating to the Buyer's confidentiality obligations), and 5.3, 5.4, 5.5, this Section 10.2 8.2 and Article 11 9 shall survive any termination of this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Triarc Companies Inc)

Survival After Termination. If this Agreement terminates pursuant to Section 10.110.1 and the Contemplated Transactions are not consummated, it this Agreement shall become null and void and have no further force or effect, except that any such termination shall be without prejudice to the rights of any party on account of the non-satisfaction nonsatisfaction of the conditions set forth in Articles 6 7 and 7 8 resulting from the intentional or willful breach or violation of the representations, warranties, covenants or agreements of another party under this Agreement. Notwithstanding anything in this Agreement to the contrary, the provisions of Sections 5.2 (relating to the Buyer's confidentiality obligations), 5.3, 5.4, 5.5and 6.1, this Section 10.2 and Article 11 Sections 11.2, 11.8 and 11.10 shall survive any termination of this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cd Radio Inc)

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