Common use of Survival of Representations and Warranties Indemnification Clause in Contracts

Survival of Representations and Warranties Indemnification. (a) All representations and warranties contained in this Agreement shall be deemed made at the Closing as if made at such time and shall survive for twelve (12) months after having been made or deemed made, except that (i) with respect to claims asserted pursuant to this Section 9.01 before the expiration of the applicable representation or warranty, such claims shall survive until the date they are finally liquidated or otherwise resolved, (ii) Section 3.15 shall survive until 120 days after the expiration of the applicable statute of limitations for the Tax liabilities in question and (iii) Sections 3.01, 3.02, 3.03, 3.04, 3.05(a)(i), 3.16, 4.01, 4.02 and 4.03(a)(i) shall survive indefinitely. A claim shall be made or commenced hereunder by the Indemnified Party delivering to the Indemnifying Party a written notice specifying in reasonable detail the nature of the claim, the amount claimed (if known or reasonably estimable), and the factual basis for the claim.

Survival of Representations and Warranties Indemnification. (a) All representations and warranties contained in this Agreement shall be deemed made at the Initial Warrants Closing and at the Second Closing as if made at such time and shall survive for twelve (12) months after having been made or deemed made, except that (i) with respect to claims asserted pursuant to this Section 9.01 11.01 before the expiration of the applicable representation or warranty, such claims shall survive until the date they are finally liquidated or otherwise resolved, (ii) Section 3.15 4.15 shall survive until 120 days after the expiration of the applicable statute of limitations for the Tax liabilities in question and (iii) Sections 3.014.01, 3.024.02, 3.034.03, 3.044.04, 3.05(a)(i4.05(a)(i), 3.164.16, 4.015.01, 4.02 5.02 and 4.03(a)(i5.03(a)(i) shall survive indefinitely. A claim shall be made or commenced hereunder by the Indemnified Party delivering to the Indemnifying Party a written notice specifying in reasonable detail the nature of the claim, the amount claimed (if known or reasonably estimable), and the factual basis for the claim.

Survival of Representations and Warranties Indemnification. (a) All representations and warranties contained in this Agreement shall be deemed made at the Closing as if made at such time and shall survive for twelve (12) months after having been made or deemed made, except that (i) with respect to claims asserted pursuant to this Section 9.01 8.01 before the expiration of the applicable representation or warranty, such claims shall survive until the date they are finally liquidated or otherwise resolved, (ii) Section 3.15 4.14 shall survive until 120 days after the expiration of the applicable statute of limitations for the Tax tax liabilities in question and (iii) Sections 3.014.01, 3.024.02, 3.034.03, 3.044.04, 3.05(a)(i4.05(a)(i), 3.164.16, 4.015.01, 4.02 5.02 and 4.03(a)(i5.03(a)(i) shall survive indefinitely. A claim shall be made or commenced hereunder by the Indemnified Party (as defined below) delivering to the Indemnifying Party (as defined below) a written notice specifying in reasonable detail the nature of the claim, the amount claimed (if known or reasonably estimable), and the factual basis for the claim.