Common use of Nonsurvival of Representations and Warranties Clause in Contracts

Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any schedule or instrument delivered pursuant to this Agreement shall survive beyond the Effective Time. None of the covenants and agreements in this Agreement shall survive beyond the Effective Time, other than the covenants and agreements contained in this Article IX, the agreements of Company T, Company Y and Merger Sub contained in Article II and those other covenants and agreements of the Parties which by their terms apply or contemplate performance after the Effective Time.

Appears in 5 contracts

Samples: Voting Agreement (Tudou Holdings LTD), Voting Agreement (Youku Inc.), Agreement and Plan of Merger (Tudou Holdings LTD)

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Nonsurvival of Representations and Warranties. None of the representations representations, warranties, covenants and warranties agreements in this Agreement or in any exhibit, schedule or instrument delivered pursuant to this Agreement shall survive beyond the Effective Time. None of the covenants and agreements in this Agreement shall survive beyond the Effective Time, other than the except for those covenants and agreements contained in this Article IX, the agreements of Company T, Company Y herein and Merger Sub contained in Article II and those other covenants and agreements of the Parties which therein that by their terms apply or contemplate are to be performed in whole or in part after the Effective Time and this Article X. This Section 10.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Westfield America Management LTD), Agreement and Plan of Reorganization (McSi Inc), Agreement and Plan of Merger (Minolta Investments Co)

Nonsurvival of Representations and Warranties. None of the representations representations, warranties, covenants, and warranties agreements in this Agreement or in any schedule exhibit, schedule, or instrument delivered pursuant to this Agreement shall survive beyond the Effective Time. None of the covenants and agreements in this Agreement shall survive beyond the Effective Time, other than the except for those covenants and agreements contained in this Article IX, the agreements of Company T, Company Y herein and Merger Sub contained in Article II and those other covenants and agreements of the Parties which therein that by their terms apply or contemplate are to be performed in whole or in part after the Effective Time and this Article X. This Section 10.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Texas Instruments Inc), Agreement and Plan of Merger (Texas Instruments Inc), Agreement and Plan of Merger (Integrated Sensor Solutions Inc)

Nonsurvival of Representations and Warranties. None of the representations representations, warranties, covenants and warranties agreements in this Agreement or in any schedule or instrument delivered pursuant to this Agreement shall survive beyond the Effective Time. None of the covenants and agreements in this Agreement shall survive beyond the Effective Time, other than the covenants and agreements contained in except that this Article IX, the agreements of Company T, Company Y and Merger Sub contained in Article II and those other covenants and agreements Section 9.01 shall not limit any covenant or agreement of the Parties parties which by their its terms apply or contemplate contemplates performance after the Effective Time.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Simon Property Group Inc /De/), Agreement and Plan of Merger (Brandywine Operating Partnership Lp /Pa), Agreement and Plan of Merger (Chelsea Property Group Inc)

Nonsurvival of Representations and Warranties. None of the representations representations, warranties, covenants and warranties agreements in this Agreement or in any exhibit, schedule or instrument delivered pursuant to this Agreement shall survive beyond the Effective Time. None of the covenants and agreements in this Agreement shall survive beyond the Effective Time, other than the except for those covenants and agreements contained in this Article IX, the agreements of Company T, Company Y herein and Merger Sub contained in Article II and those other covenants and agreements of the Parties which therein that by their terms apply or contemplate are to be performed in whole or in part after the Effective Time and this Article IX. This Section 9.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Comverse Technology Inc/Ny/), Agreement and Plan of Merger (Idm Environmental Corp), Agreement and Plan of Merger (Ak Steel Holding Corp)

Nonsurvival of Representations and Warranties. None Except as provided in the last sentence of this Section 9.01, none of the representations and warranties in this Agreement or in any schedule or instrument delivered pursuant to this Agreement shall survive beyond the Effective Time. None This Section 9.01 (including any rights arising out of any breach of such representations and warranties) shall not limit any covenant or agreement of the covenants and agreements in this Agreement shall survive beyond the Effective Time, other than the covenants and agreements contained in this Article IX, the agreements of Company T, Company Y and Merger Sub contained in Article II and those other covenants and agreements of the Parties parties which by their its terms apply or contemplate contemplates performance after the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Alcon Holdings Inc), Summit Autonomous Inc

Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement survive beyond the date hereof. None of the covenants and agreements in this Agreement or in any exhibit, schedule or instrument delivered pursuant to this Agreement shall survive beyond the Effective Time. None of , except to the covenants and agreements extent set forth in this Agreement shall survive beyond the Effective Time, other than the those covenants and agreements contained in this Article IX, the agreements of Company T, Company Y herein and Merger Sub contained in Article II and those other covenants and agreements of the Parties which therein that by their terms apply or contemplate are to be performed in whole or in part after the Effective Time and this Article IX. This Section 9.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Share (Franklin Resources Inc), Agreement and Plan of Share (Franklin Resources Inc)

Nonsurvival of Representations and Warranties. (a) None of the representations representations, warranties, covenants and warranties agreements in this Agreement or in any exhibit, schedule or instrument delivered pursuant to this Agreement shall survive beyond the Effective Time. None ; provided, however, that this Section 11.1 shall not limit any covenant or agreement of the covenants and agreements in this Agreement shall survive beyond the Effective Time, other than the covenants and agreements contained in this Article IX, the agreements of Company T, Company Y and Merger Sub contained in Article II and those other covenants and agreements of the Parties parties which by their its terms apply or contemplate contemplates performance after the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Harris Interactive Inc), Agreement and Plan of Merger (Total Research Corp)

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Nonsurvival of Representations and Warranties. None of the representations representations, warranties, covenants and warranties agreements in this Agreement or in any exhibit, schedule or instrument delivered pursuant to this Agreement shall survive beyond the Effective Time. None of the covenants and agreements in this Agreement shall survive beyond the Effective Time, other than the except for those covenants and agreements contained in this Article IX, the agreements of Company T, Company Y herein and Merger Sub contained in Article II and those other covenants and agreements of the Parties which therein that by their terms apply or contemplate are to be performed in whole or in part after the Effective Time including, but not limited to, Sections 5.2(b), 6.4 and this Article IX. This Section 9.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Chart Industries Inc)

Nonsurvival of Representations and Warranties. None of the representations representations, warranties, covenants and warranties agreements in this Agreement or in any exhibit, schedule or instrument delivered pursuant to this Agreement shall survive beyond the Effective Time. None of the covenants and agreements in this Agreement shall survive beyond the Effective Time, other than the except for those covenants and agreements contained in this Article IX, the agreements of Company T, Company Y herein and Merger Sub contained in Article II and those other covenants and agreements of the Parties which therein that by their terms apply or contemplate are to be performed in whole or in part after the Effective Time. This Section 9.1 shall not limit any covenant or agreement of the parties that by its terms contemplates performance after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (O2wireless Solutions Inc)

Nonsurvival of Representations and Warranties. None of the representations representations, warranties, covenants and warranties agreements in this Agreement or in any exhibit, schedule or instrument delivered pursuant to this Agreement shall survive beyond the Effective Time. None of the covenants and agreements in this Agreement shall survive beyond the Effective Time, other than the except for those covenants and agreements contained in this Article IXherein (including, the agreements of Company Twithout limitation, Company Y Section 6.14) and Merger Sub contained in Article II and those other covenants and agreements of the Parties which therein that by their terms apply or contemplate are to be performed in whole or in part after the Effective Time and this Article IX. This Section 9.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Leucadia National Corp)

Nonsurvival of Representations and Warranties. None of the representations representations, warranties, covenants and warranties agreements in this Agreement or in any exhibit, schedule or instrument delivered pursuant to this Agreement shall survive beyond the Effective Time. None of the covenants and agreements in this Agreement shall survive beyond the Effective Time, other than the except for those covenants and agreements contained in this Article IX, the agreements of Company T, Company Y herein and Merger Sub contained in Article II and those other covenants and agreements of the Parties which therein that by their terms apply or contemplate are to be performed in whole or in part after the Effective Time of this Section 10. This Section 10.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Pj America Inc)

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