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

Effectiveness of Representations, Warranties and Agreements. (a) Except as set forth in Section 9.01(b) of this Agreement, the representations, warranties and agreements of each party hereto shall remain operative and in full force and effect from the date of this Agreement until the Effective Date 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, directors, representatives or agents, whether prior to or after the execution of this Agreement. (b) The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Article VIII, except that the agreements set forth in Articles I and II and IX and Sections 6.08, 6.09 and 6.11 shall survive the Effective Time and those set forth in Sections 5.04(d), 8.02 and 8.05 and Article IX hereof shall survive termination. Nothing herein shall be construed to cause the Confidentiality Agreements to terminate upon the termination of this Agreement pursuant to Article VIII.

Effectiveness of Representations, Warranties and Agreements. (a) Except as set forth otherwise provided in this Section 9.01(b) of this Agreement9.01, the representations, warranties and agreements of each party hereto shall remain operative and in full force and effect from the date of this Agreement until the Effective Date 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, officers or directors, representatives or agents, whether prior to or after the execution of this Agreement. (b) . The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Article VIIISection 8.01, as the case may be, except that the agreements set forth in Articles I and Article II and IX in Section 6.05 (Stock Options), 6.08 (Indemnification) and Sections 6.08, 6.09 6.12 (Listing and 6.11 Delisting) shall survive the Effective Time consummation of the Merger and those set forth in Sections 5.04(dSection 6.13 (Expenses), Section 8.02 (Effect of Termination) and 8.05 Section 8.03 (Fees and Article IX hereof Expenses) shall survive terminationtermination of this Agreement. Nothing herein The Confidentiality Agreement shall be construed to cause the Confidentiality Agreements to terminate upon the survive termination of this Agreement pursuant to Article VIIIas provided therein.

Effectiveness of Representations, Warranties and Agreements. (a) Except as set forth otherwise provided in this Section 9.01(b) of this Agreement10.01, the representations, warranties and agreements of each party hereto shall remain operative and in full force and effect from the date of this Agreement until the Effective Date 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, officers or directors, representatives or agents, whether prior to or after the execution of this Agreement. (b) . The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Article VIIISection 9.01, as the case may be, except that the agreements set forth in Articles I Article III and II in Section 7.03 (Stock Options), 7.06 (Indemnification) and IX and Sections 6.08, 6.09 and 6.11 7.10 (Listing) shall survive the Effective Time consummation of the Merger and those set forth in Sections 5.04(dSection 7.11 (Expenses), 8.02 Section 9.02 (Effect of Termination) and 8.05 Section 9.03 (Fees and Article IX hereof Expenses) shall survive termination. Nothing herein shall be construed to cause the Confidentiality Agreements to terminate upon the termination of this Agreement pursuant to Article VIIIAgreement.

Effectiveness of Representations, Warranties and Agreements. (a) Except as set forth otherwise provided in this Section 9.01(b) of this Agreement8.1, the representations, warranties and agreements of each party hereto shall remain operative and in full force and effect from the date of this Agreement until the Effective Date 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, officers or directors, representatives or agents, whether prior to or after the execution of this Agreement. (b) . The representations, warranties and agreements in this Agreement shall terminate at upon consummation of the Effective Time Transactions or upon the termination of this Agreement pursuant to Article VIIISection 7.1, as the case may be, except that any agreement contemplated by this Agreement which, by its terms, does not terminate until a later date and the agreements set forth in Articles I and II and IX Sections 5.5, 5.6, 5.9, the ultimate paragraph of Section 5.17(b) and Sections 6.085.17(c), 6.09 5.18 and 6.11 5.19 shall survive the Effective Time consummation of the Transactions indefinitely and those set forth in Sections 5.04(d), 8.02 Section 7.3 and 8.05 and Article IX hereof the final sentence of Section 5.3 shall survive terminationtermination indefinitely. Nothing herein The Confidentiality Agreement(s) shall be construed to cause the Confidentiality Agreements to terminate upon the survive termination of this Agreement pursuant to Article VIIIas provided therein.

Effectiveness of Representations, Warranties and Agreements. (a) Except as set forth otherwise provided in this Section 9.01(b) of this Agreement8.1, the representations, warranties and agreements of each party hereto shall remain operative and in full force and effect from the date of this Agreement until the Effective Date 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, officers or directors, representatives or agents, whether prior to or after the execution of this Agreement. (b) . The representations, warranties and agreements in this Agreement shall terminate at upon consummation of the Effective Time Transactions or upon the termination of this Agreement pursuant to Article VIIISection 7.1, as the case may be, except that any agreement contemplated by this Agreement which, by its terms, does not terminate until a later date and the agreements set forth in Articles I and II and IX Sections 5.5, 5.6, 5.9, the ultimate paragraph of Section 5.17(b) and Sections 6.085.17(c), 6.09 5.18 and 6.11 5.19 shall survive the Effective Time consummation of the Transactions indefinitely and those set forth in Sections 5.04(d), 8.02 Section 7.3 and 8.05 and Article IX hereof the final sentence of Section 5.3 shall survive terminationtermination indefinitely. Nothing herein The Confidentiality Agreement(s) shall be construed to cause the Confidentiality Agreements to terminate upon the survive termination of this Agreement pursuant to Article VIII.as provided therein. 34

Effectiveness of Representations, Warranties and Agreements. (a) Except as set forth otherwise provided in this Section 9.01(b) of this Agreement8.01, the representations, warranties and agreements of each party hereto shall remain operative and in full force and effect from the date of this Agreement until the Effective Date 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, officers or directors, representatives or agents, whether prior to or after the execution of this Agreement. (b) . The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Article VIIISection 7.01, as the case may be, except that the agreements set forth in Articles I Sections 5.03, 5.07, 5.08, 5.09, 5.16, 5.20, 7.02, 7.03 and II and IX and Sections 6.08, 6.09 and 6.11 this Article VIII shall survive the Effective Time and those set forth in Sections 5.04(d), 8.02 5.03 and 8.05 and Article IX hereof 7.03 shall survive termination. Nothing herein The Confidentiality Agreement shall be construed to cause remain in full force and effect and shall survive the Confidentiality Agreements to terminate upon the Effective Time or termination of this Agreement pursuant to Article VIIIas provided therein.

Effectiveness of Representations, Warranties and Agreements. (a) Except as set forth otherwise provided in this Section 9.01(b) of this Agreement8.01, the representations, warranties and agreements of each party hereto shall remain operative and in full force and effect from the date of this Agreement until the Effective Date 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, officers or directors, representatives or agents, whether prior to or after the execution of this Agreement. (b) . The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Article VIIISection 7.01, except that the agreements set forth in Articles Article I and II Sections 5.06 and IX 5.08(b) and Sections 6.08, 6.09 and 6.11 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 5.04(d), 8.02 7.02 and 8.05 7.03 and this Article IX hereof VIII shall survive terminationtermination indefinitely. Nothing herein The Confidentiality Agreement shall be construed to cause the Confidentiality Agreements to terminate upon the survive termination of this Agreement pursuant to Article VIIIin accordance with its terms.

Effectiveness of Representations, Warranties and Agreements. (a) Except as set forth otherwise provided in this Section 9.01(b) of this Agreement10.01, the representations, warranties and agreements of each party hereto shall remain operative and in full force and effect from the date of this Agreement until the Effective Date 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, officers or directors, representatives or agents, whether prior to or after the execution of this Agreement. (b) . The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Article VIIISection 9.01, as the case may be, except that the agreements set forth in Articles I Article III and II in Sections 7.03 (Stock Options), 7.04 (Employee Benefits), 7.05 (Indemnification) and IX and Sections 6.087.10 (Expenses), 6.09 and 6.11 shall survive the Effective Time consummation of the Merger and those set forth in Sections 5.04(dSection 7.10 (Expenses), 8.02 Section 9.02 48. 54 (Effect of Termination) and 8.05 Section 9.03 (Fees and Article IX hereof Expenses) shall survive termination. Nothing herein shall be construed to cause the Confidentiality Agreements to terminate upon the termination of this Agreement pursuant to Article VIIIAgreement.

Effectiveness of Representations, Warranties and Agreements. (a) Except as set forth in Section 9.01(b) of this Agreement, the representations, warranties and agreements of each party hereto shall remain operative and in full force and effect from the date of this Agreement until the Effective Date 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, directors, representatives or agents, whether prior to or after the execution of this Agreement. (b) The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Article VIII, except that the agreements set forth in Articles I and II and IX and Sections 6.08, 6.09 6.08 and 6.11 6.10 shall survive the Effective Time and those set forth in Sections 5.04(d), 8.02 and 8.05 and Article IX hereof shall survive termination. Nothing herein shall be construed to cause the Confidentiality Agreements Agreement to terminate upon the termination of this Agreement pursuant to Article VIII.