Common use of Effectiveness of Representations, Warranties and Agreements Clause in Contracts

Effectiveness of Representations, Warranties and Agreements. Except as otherwise provided in this Section 10.01, the representations, warranties and agreements of each party hereto shall remain operative and in full force and effect regardless of any investigation made by or on behalf of any other party hereto, any person controlling any such party or any of their officers or directors, whether prior to or after the execution of this Agreement. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 9.01, as the case may be, except that the agreements set forth in Article III, Sections 7.04, 7.05, 7.08, 9.03, 9.04 and Article X shall survive the Effective Time indefinitely and those set forth in Sections 7.08, 9.02, 9.03, 9.04, 9.05 and Article X shall survive termination indefinitely. The Confidentiality Agreement shall survive termination of this Agreement.

Effectiveness of Representations, Warranties and Agreements. (a) Except as otherwise provided in this Section 10.018.01, the representations, warranties and agreements of each party hereto shall remain operative and in full force and effect regardless of any investigation made by or on behalf of any other party hereto, any person controlling any such party or any of their officers or directors, whether prior to or after the execution of this Agreement. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 9.017.01, as the case may be, except that the agreements set forth in Article III, I and Sections 7.04, 7.05, 7.08, 9.03, 9.04 5.05 and Article X any other agreement in this Agreement which contemplates performance after the Effective Time shall survive the Effective Time indefinitely and those set forth in Sections 7.08, 9.02, 9.03, 9.04, 9.05 and Article X Section 7.03 shall survive termination indefinitely. The Confidentiality Agreement Letter shall survive termination of this Agreement.

Effectiveness of Representations, Warranties and Agreements. 9.1.1 Except as otherwise provided set forth in this Section 10.019.1,2, the representations, warranties and agreements of each party hereto shall remain operative and in full force and effect effect, regardless of any investigation made by or on behalf of any other party hereto, any person controlling any such party or any of their officers or directors, whether prior to or after the execution of this Agreement. 9.1.2 The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 9.01, as the case may be, Article 8 hereof; except that the agreements set forth in Article IIIArticles 1, Sections 7.04, 7.05, 7.08, 9.03, 9.04 2 and Article X 9 and Section 6.3 hereof shall survive the Effective Time indefinitely and those set forth in Sections 7.08, 9.02, 9.03, 9.04, 9.05 Section 8.2 and Article X 9 hereof shall survive termination indefinitelytermination. The Confidentiality Agreement shall survive termination of this Agreement.I-25

Effectiveness of Representations, Warranties and Agreements. Except as otherwise provided in this Section 10.019.01, the representations, warranties and agreements of each party hereto shall remain operative and in full force and effect regardless of any investigation made by or on behalf of any other party hereto, any person controlling any such party or any of their officers or directors, whether prior to or after the execution of this Agreement. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 9.018.01, as the case may be, except that the agreements set forth in Article III, Sections 7.04, 7.05, 7.08, 9.03, 9.04 and Article X Section 6.08 shall survive the Effective Time indefinitely and those set forth in Sections 7.08, 9.02, 9.03, 9.04, 9.05 and Article X Section 8.03 shall survive termination indefinitely. The Confidentiality Agreement shall survive termination of this AgreementAgreement as provided therein. SECTION 9.02.

Effectiveness of Representations, Warranties and Agreements. Except as otherwise provided in this Section 10.01Agreement, the representations, warranties and agreements of each party hereto shall remain operative and in full force and effect regardless of any investigation made by or on behalf of any other party hereto, any person controlling any such party or any of their officers or directors, whether prior to or after the execution of this Agreement. The Except as provided elsewhere in this Agreement, the representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 9.017.1, as the case may be, except that the agreements set forth in Article IIIwhich, Sections 7.04by their terms, 7.05, 7.08, 9.03, 9.04 and Article X survive the Effective Time shall survive the Effective Time indefinitely and those set forth in Sections 7.08, 9.02, 9.03, 9.04, 9.05 and Article X Section 7.3 shall survive termination indefinitely. The Confidentiality Agreement shall survive termination of this Agreement.The

Effectiveness of Representations, Warranties and Agreements. Except as otherwise provided in this Section 10.01Agreement, the representations, warranties and agreements of each party hereto shall remain operative and in full force and effect regardless of any investigation made by or on behalf of any other party hereto, any person controlling any such party or any of their officers or directors, whether prior to or after the execution of this Agreement. The Except as provided elsewhere in this Agreement, the representations, warranties and agreements in this Agreement shall terminate at the Effective Effective, Time or upon the termination of this Agreement pursuant to Section 9.017.1, as the case may be, except that the agreements set forth in Article IIISections2.8, Sections 7.042.28, 7.053.12, 7.088.2, 9.03, 9.04 and Article X 8.6 shall survive the Effective Time indefinitely and those set forth in Sections 7.08, 9.02, 9.03, 9.04, 9.05 and Article X Section 7.3 shall survive termination indefinitely. The Confidentiality Agreement shall remain in full force and effect and shall survive termination of this AgreementAgreement as provided therein.

Effectiveness of Representations, Warranties and Agreements. Except as otherwise provided in this Section 10.018.1, the representations, warranties and agreements of each party hereto shall remain operative and in full force and effect regardless of any investigation made by or on behalf of any other party hereto, any person controlling any such party or any of their officers or directors, whether prior to or after the execution of this Agreement. The representations, warranties warranties, covenants and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 9.017.1, as the case may be, except that this Section 8.1 shall not limit any covenant or any agreement of the agreements set forth in Article III, Sections 7.04, 7.05, 7.08, 9.03, 9.04 and Article X shall survive parties which by its terms contemplates performance after the Effective Time indefinitely and those set forth in Sections 7.08, 9.02, 9.03, 9.04, 9.05 and Article X which shall survive termination indefinitelyin accordance with its respective terms. The Confidentiality Agreement Agreements shall survive termination of this AgreementAgreement as provided therein.

Effectiveness of Representations, Warranties and Agreements. Except as otherwise provided in this Section 10.0113.1, the representations, warranties and agreements of each party hereto shall remain operative and in full force and effect regardless of any investigation made by or on behalf of any other party hereto, any person controlling any such party or any of their officers or directors, whether prior to or after the execution of this Agreement. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time Date or upon the termination of this Agreement pursuant to Section 9.0112.1, as the case may be, except that the agreements set forth in Article IIISections 5.10, Sections 7.045.12, 7.05, 7.08, 9.03, 9.04 5.23 and Article X 5.25 shall survive the Effective Time Date indefinitely and those set forth in Sections 7.085.8, 9.02, 9.03, 9.04, 9.05 10.2 and Article X 12.3 shall survive termination indefinitely. The Confidentiality Confidentiality/Standstill Agreement shall survive termination of this AgreementAgreement as provided therein.

Effectiveness of Representations, Warranties and Agreements. Except as otherwise provided in this Section 10.018.1, the representations, warranties and agreements of each party hereto shall remain operative and in full force and effect regardless of any investigation made by or on behalf of any other party hereto, any person controlling any such party or any of their officers or directors, whether prior to or after the execution of this Agreement. The representations, warranties warranties, covenants and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 9.017.1, as the case may be, except that this Section 8.1 shall not limit any covenant or any agreement of the agreements set forth in Article III, Sections 7.04, 7.05, 7.08, 9.03, 9.04 and Article X shall survive parties which by its terms contemplates performance after the Effective Time indefinitely and those set forth in Sections 7.08, 9.02, 9.03, 9.04, 9.05 and Article X which shall survive termination indefinitelyin accordance with its respective terms. The Confidentiality Agreement Letter shall survive termination of this AgreementAgreement as provided therein.

Effectiveness of Representations, Warranties and Agreements. (a) Except as otherwise provided in this Section 10.018.01, the representations, warranties and agreements of each party hereto shall remain operative and in full force and effect regardless of any investigation made by or on behalf of any other party hereto, any person controlling any such party or any of their officers or directors, whether prior to or after the execution of this Agreement. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 9.017.01, as the case may be, except that the agreements set forth in Article III, I and this Article VIII and Sections 7.04, 7.05, 7.08, 9.03, 9.04 5.06 and Article X 5.08 and any other agreement in this Agreement which contemplates performance after the Effective Time shall survive the Effective Time indefinitely and those set forth in Sections 7.08, 9.02, 9.03, 9.04, 9.05 7.02 and 7.03 and this Article X VIII shall survive the termination indefinitelyof this Agreement. The Confidentiality Agreement Letters shall survive termination of this Agreement.

Effectiveness of Representations, Warranties and Agreements. (a) Except as otherwise provided in this Section 10.018.1, the representations, warranties warranties, covenants and agreements of each party hereto shall remain operative and in full force and effect regardless of any investigation made by or on behalf of any other party hereto, any person Person controlling any such party or any of their officers officers, directors or directorsrepresentatives, whether prior to or after the execution of this Agreement. The representations, warranties and agreements in this Agreement and in the Disclosure Schedules shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 9.017.1, as the case may be, except that the covenants and agreements set forth in Article III, Sections 7.04, 7.05, 7.08, 9.03, 9.04 I and Article X Section 5.6 shall survive the Effective Time indefinitely and those set forth in Sections 7.08, 9.02, 9.03, 9.04, 9.05 and Article X Section 7.3 shall survive termination indefinitely. The Confidentiality Agreement shall survive termination of this Agreementsuch termination.

Effectiveness of Representations, Warranties and Agreements. Except as otherwise provided in this Section 10.019.01, the representations, warranties and agreements of each party hereto shall remain operative and in full force and effect regardless of any investigation made by or on behalf of any other party hereto, any person controlling any such party or any of their officers or directors, whether prior to or after the execution of this Agreement. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 9.018.01, as the case may be, except that the agreements set forth in Article III, Sections 7.04, 7.05, 7.08, 9.03, 9.04 and Article X Section 6.08 shall survive the Effective Time indefinitely and those set forth in Sections 7.08, 9.02, 9.03, 9.04, 9.05 and Article X Section 8.03 shall survive termination indefinitely. The Confidentiality Agreement shall survive termination of this AgreementAgreement as provided therein.