Duration of Parties' Obligations Sample Clauses

Duration of Parties' Obligations. The Indemnity Obligor's indemnification obligations under this Agreement shall survive the Closing and shall terminate as follows: (a) with respect to claims for indemnifying arising under Articles V.A.1, V.A.2 and V.A.4, they shall continue and not terminate and (b) with respect to all other claims for indemnity, after ten (10) years from the date hereof. VI COSTS.
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Duration of Parties' Obligations. The Indemnity Obligor's indemnification obligations under this Agreement shall survive the Closing and shall terminate as follows: (a) with respect to claims for indemnity arising as a result of a breach of the representations and warranties contained in Sections 2.1 through and including 2.8, 3.4, 3.5, 3.8, 3.33, 4.1, 4.6 and 5.8, and claims for indemnity involving any action, suit or proceeding threatened or asserted in writing by any third party against Buyer or the Selling Shareholders which arise out of, result from or are attributable to any breach of, or failure by Buyer, on the one hand, or Valence or the Selling Shareholders, on the other hand, to materially perform, or any inaccuracy in any of the representations, warranties, covenants or agreements of Buyer, on the one hand, or Valence or the Selling Shareholders, on the other hand, in this Agreement or in any schedule, exhibit, certificate, list or other document furnished by Buyer, on the one hand, or Valence or the Selling Shareholders, on the other hand, under this Agreement, they shall continue and not terminate and (b) with respect to all other claims for indemnity, after one (1) year from the Closing Date.

Related to Duration of Parties' Obligations

  • Conditions of Parties Obligations 7.1 Conditions of Investor's Obligations at the Closing. The --------------------------------------------------- obligation of Investor to purchase and pay for the Investor Stock is subject to the fulfillment prior to or on the Closing Date of the following conditions, any of which may be waived in whole or in part by Investor:

  • Parties’ Obligations Following the lapse of restrictions, the Company shall deliver to the Participant as soon as practicable certificate(s) representing those shares as to which restrictions have lapsed in accordance with Paragraphs 2, 4 or 5, as the case may be.

  • Conditions to All Parties’ Obligations Notwithstanding any other provision of this Agreement to the contrary, the obligations of each of the parties to this Agreement to consummate the transactions described herein shall be conditioned upon the satisfaction of each of the following conditions precedent on or prior to the Closing Date:

  • Duration of Confidentiality Obligations The Receiving Party’s obligations under this Article apply to Confidential Information of the Furnishing Party disclosed to the Receiving Party before or after the Effective Date and will continue during the Agreement Term and survive the expiration or termination of the Agreement as follows:

  • Certain Obligations Whenever this Agreement requires any of the Subsidiaries of any Party to take any action, this Agreement will be deemed to include an undertaking on the part of such Party to cause such Subsidiary to take such action.

  • Obligations of Parties 4.1. The Operator undertakes the following obligations:

  • Conditions Precedent to Obligations of Parties The respective obligations of each of the parties hereto hereunder are subject to the satisfaction, at or prior to the Closing Date, of each of the following conditions:

  • Obligations of Party B 3.1 Party B agrees not to conduct the following business which may materially affect its assets, rights, obligations and operation (except for the sales or purchase of assets, and contracts and agreements entered into during the ordinary course of business of Party B, and the lien imposed by the contracting parties pursuant to the above contracts), without the prior written consent of Party A, including but not limited to:

  • Obligations of Party A 4.1 Party B’s services hereunder are exclusive. During the term of this Agreement, without the prior written consent of Party B, Party A shall not enter into any agreement with any other third party or accept from such third party any other service same as or similar to the services provided by Party B.

  • Conditions to Obligations of the Parties The obligations of the parties hereto to effect the transactions contemplated by this Agreement shall be subject to the satisfaction at the Closing (as defined below) of the following conditions:

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