Common use of ENTIRE AGREEMENT; SURVIVAL OF WARRANTIES Clause in Contracts

ENTIRE AGREEMENT; SURVIVAL OF WARRANTIES. 11.1 The Acquiring Entity and the Acquired Entity agree that neither party has made any representation, warranty or covenant, on behalf of either the Acquiring Fund or the Acquired Fund, respectively, not set forth herein and that this Agreement constitutes the entire agreement between the parties. 11.2 The covenants to be performed after the Closing by both the Acquiring Entity and the Acquired Entity, and the obligations of the Acquiring Entity, on behalf of the Acquiring Fund, in Article 9, shall survive the Closing. All other representations, warranties and covenants contained in this Agreement or in any document delivered pursuant hereto or in connection herewith shall not survive the consummation of the transactions contemplated hereunder and shall terminate on the Closing.

Appears in 22 contracts

Samples: Agreement and Plan of Reorganization (Legg Mason Partners Income Trust), Agreement and Plan of Reorganization (Legg Mason Partners Variable Portfolios V), Reorganization Agreement (Legg Mason Partners Variable Portfolios I, Inc.)

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ENTIRE AGREEMENT; SURVIVAL OF WARRANTIES. 11.1 The Acquiring Entity and the Acquired Entity agree that neither party has made any representation, warranty or covenant, on behalf of either the Acquiring Fund or the Acquired Fund, respectively, not set forth herein and that this Agreement constitutes the entire agreement between the parties. 11.2 The covenants to be performed after the Closing by both the Acquiring Entity and the Acquired Entity, and the obligations of the Acquiring Entity, on behalf of the Acquiring Fund, in Article 9, shall survive the Closing. All other representations, warranties and covenants contained in this Agreement or in any document delivered pursuant hereto or in connection herewith shall not survive the consummation of the transactions contemplated hereunder and shall terminate on the Closing.

Appears in 5 contracts

Samples: Agreement and Plan of Reorganization (Transamerica Funds), Agreement and Plan of Reorganization (Transamerica Funds), Reorganization Agreement (Transamerica Funds)

ENTIRE AGREEMENT; SURVIVAL OF WARRANTIES. 11.1 The Acquiring Entity Fund and the Acquired Entity agree that neither party has made any representation, warranty or covenant, on behalf of either the Acquiring Fund or the Acquired Fund, respectively, not set forth herein and that this Agreement constitutes the entire agreement between the parties. 11.2 The covenants to be performed after the Closing by both the Acquiring Entity Fund and the Acquired Entity, and the obligations of the Acquiring Entity, on behalf of the Acquiring Fund, Fund in Article 9, shall survive the Closing. All other representations, warranties and covenants contained in this Agreement or in any document delivered pursuant hereto or in connection herewith shall not survive the consummation of the transactions contemplated hereunder and shall terminate on the Closing.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Legg Mason Parnters Funds Trust), Agreement and Plan of Reorganization (Legg Mason Parnters Funds Trust), Agreement and Plan of Reorganization (Legg Mason Partners Equity Trust)

ENTIRE AGREEMENT; SURVIVAL OF WARRANTIES. 11.1 The Acquiring Entity Successor Entity, on behalf of the Successor Fund, and the Acquired Predecessor Entity agree that neither party has made any representation, warranty or covenant, on behalf of either the Acquiring Fund or the Acquired Fund, respectively, covenant not set forth herein and that this Agreement constitutes the entire agreement between the parties. 11.2 The covenants to be performed after the Closing by both the Acquiring Successor Entity and the Acquired Predecessor Entity, and the obligations of the Acquiring Successor Entity, on behalf of the Acquiring Successor Fund, in Article Section 9, shall survive the Closing. All other representations, warranties and covenants contained in this Agreement or in any document delivered pursuant hereto or in connection herewith shall not survive the consummation of the transactions contemplated hereunder and shall terminate on the Closing.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Us Treasury Reserves Portfolio), Agreement and Plan of Reorganization (Tax Free Reserves Portfolio), Agreement and Plan of Reorganization (Liquid Reserves Portfolio)

ENTIRE AGREEMENT; SURVIVAL OF WARRANTIES. 11.1 The Acquiring Entity Trust and the Acquired Entity agree Trust each agrees that neither party has made any representation, warranty or covenant, on behalf of either the Acquiring Fund or the Acquired Fund, respectively, covenant not set forth herein or referred to in Sections 4.1 or 4.2 hereof and that this Agreement constitutes the entire agreement between the parties. 11.2 The covenants to be performed after the Closing by both the Acquiring Entity Trust and the Acquired EntityTrust, and the obligations of the Acquiring EntityTrust, on behalf of the Acquiring Fund, in Article 9Section 9.1, shall survive the Closing. All other representations, warranties and covenants contained in this Agreement or in any document delivered pursuant hereto thereto or in connection herewith shall not survive the consummation of the transactions contemplated hereunder and shall terminate on the Closing.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization and Redomiciliation (E Trade Funds), Agreement and Plan of Reorganization and Redomiciliation (E Trade Funds)

ENTIRE AGREEMENT; SURVIVAL OF WARRANTIES. 11.1 The Acquiring Successor Entity and the Acquired Predecessor Entity agree that neither party has made any representation, warranty or covenant, on behalf of either itself or, in the Acquiring Fund or case of the Acquired Successor Entity, on behalf of the Successor Fund, respectively, not set forth herein and that this Agreement constitutes the entire agreement between the parties. 11.2 The covenants to be performed after the Closing by both the Acquiring Successor Entity and the Acquired Predecessor Entity, and the obligations of the Acquiring Successor Entity, on behalf of the Acquiring Successor Fund, in Article Section 9, shall survive the Closing. All other representations, warranties and covenants contained in this Agreement or in any document delivered pursuant hereto or in connection herewith shall not survive the consummation of the transactions contemplated hereunder and shall terminate on the Closing.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (CGM Trust)

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ENTIRE AGREEMENT; SURVIVAL OF WARRANTIES. 11.1 The Trust, on behalf of each of the Acquiring Entity Fund and the Acquired Entity Fund, agree that neither no party has made any representation, warranty or covenant, on behalf of either the Acquiring Fund or the Acquired Fund, respectively, not set forth herein and that this Agreement constitutes the entire agreement between the parties. 11.2 The covenants to be performed after the Closing by both the Acquiring Entity and the Acquired EntityTrust, and the obligations of the Acquiring EntityTrust, on behalf of the Acquiring Fund, in Article 9, shall survive the Closing. All other representations, warranties and covenants contained in this Agreement or in any document delivered pursuant hereto or in connection herewith shall not survive the consummation of the transactions contemplated hereunder and shall terminate on the Closing.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Legg Mason Partners Variable Equity Trust)

ENTIRE AGREEMENT; SURVIVAL OF WARRANTIES. 11.1 The Acquiring Entity Fund and the Acquired Entity agree that neither party has made any representation, warranty or covenant, on behalf of either the Acquiring Fund or the Acquired Fund, respectively, not set forth herein and that this Agreement constitutes the entire agreement between the parties. 11.2 The covenants to be performed after the Closing by both the Acquiring Entity Fund and the Acquired Entity, and the obligations of the Acquiring Entity, on behalf of the Acquiring Fund, in Article 9, shall survive the Closing. All other representations, warranties and covenants contained in this Agreement or in any document delivered pursuant hereto or in connection herewith shall not survive the consummation of the transactions contemplated hereunder and shall terminate on the Closing.

Appears in 1 contract

Samples: Reorganization Agreement (Legg Mason Partners Equity Trust)

ENTIRE AGREEMENT; SURVIVAL OF WARRANTIES. 11.1 The Acquiring Entity and the Acquired Entity agree that neither party has made any representation, warranty or covenant, on behalf of either the an Acquiring Fund or the an Acquired Fund, respectively, not set forth herein and that this Agreement constitutes the entire agreement between the parties. 11.2 The covenants to be performed after the Closing by both the Acquiring Entity and the Acquired Entity, and the obligations of the Acquiring Entity, on behalf of the each Acquiring Fund, in Article 9, shall survive the Closing. All other representations, warranties and covenants contained in this Agreement or in any document delivered pursuant hereto or in connection herewith shall not survive the consummation of the transactions contemplated hereunder and shall terminate on the Closing.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Domini Advisor Trust)

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