Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement shall survive the Closing and the consummation of the transactions contemplated hereby for one year from the Closing. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement and not upon any investigation upon which it might have made or any representation, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 38 contracts
Samples: Agreement and Plan of Reorganization (Barossa Coffee Company, Inc.), Agreement and Plan of Merger (Premier Beverage Group Corp), Agreement and Plan of Merger (Dam Holdings Inc)
Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement shall survive the Closing and the consummation of the transactions contemplated hereby for one year two years from the Closing. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement and not upon any investigation upon which it might have made or any representation, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 20 contracts
Samples: Stock Purchase Agreement (Smitten Press Local Lore & Legends Inc), Agreement and Plan of Share Exchange (Intelligent Motor Cars Group Inc), Asset Purchase Agreement (Netholdings Com Inc)
Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement shall survive the Closing hereunder and the consummation of the transactions contemplated hereby for one year two (2) years from the Closingdate hereof. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement or at the Closing of the transactions herein provided for and not upon any investigation upon which it might have made or any representationrepresentations, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 11 contracts
Samples: Agreement and Plan of Reorganization (Jupiter Enterprises Inc), Agreement and Plan of Reorganization (Idmedical Com Inc), Agreement and Plan of Reorganization (Beach Couch Inc)
Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement shall survive the Closing hereunder and the consummation of the transactions contemplated hereby for one year two years from the Closingdate hereof. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement or at the Closing of the transactions herein provided for and not upon any investigation upon which it might have made or any representationrepresentations, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 8 contracts
Samples: Acquisition Agreement (Wireless Holdings Inc), Agreement and Plan of Reorganization (Southwestern Water Exploration Co), Agreement and Plan of Reorganization (Guitron International Inc)
Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement shall survive the Closing hereunder and the consummation of the transactions contemplated hereby for one year three years from the Closingdate hereof. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement and not upon any investigation upon which it might have made or any representationrepresentations, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 7 contracts
Samples: Acquisition Agreement (New World Development, Inc.), Agreement (Frontier Staffing Inc), Acquisition Agreement (Falcon Ridge Development Inc.)
Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement shall survive the Closing and the consummation of the transactions contemplated hereby for one year from the Closing. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement and not upon any investigation upon which it might have made or any representation, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth hereintherein.
Appears in 6 contracts
Samples: Agreement and Plan of Reorganization (Ivi Communications Inc), Agreement and Plan of Reorganization (Ivi Communications Inc), Agreement and Plan of Reorganization (Kleenair Systems Inc)
Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement shall survive the Closing hereunder and the consummation of the transactions contemplated hereby for one year 90 days from the Closingdate hereof. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement or at the Closing of the transactions herein provided for and not upon any investigation upon which it might have made or any representationrepresentations, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 5 contracts
Samples: Collateral Agreement (Innocent, Inc.), Collateral Agreement (Innocent, Inc.), Collateral Agreement (Innocent, Inc.)
Nature and Survival of Representations. All representations, warranties and covenants made by any a party in to this Agreement shall survive the Closing execution of this Agreement and the consummation of the transactions contemplated hereby for one year from the Closinghereby. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance Agreement, and relying solely on upon the representations, warranties and covenants and agreements contained in this Agreement and not upon any investigation upon which he she or it might have made made, or any representation, warrantywarranties, agreementagreements, promise promises or information, written or oral, made by the other party party, or any other person by persons other than as specifically set forth herein.
Appears in 3 contracts
Samples: Agreement and Plan of Reorganization (Life Energy & Technology Holdings Inc), Agreement and Plan of Reorganization (Health Pak Inc), Agreement and Plan of Reorganization (Life Energy & Technology Holdings Inc)
Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement shall survive the Closing Date hereunder and the consummation of the transactions contemplated hereby for one year two (2) years from the ClosingClosing Date. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement and not upon any investigation upon which it might have made or on any representationrepresentations, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 3 contracts
Samples: Agreement and Plan of Reorganization (Birshstein Boris), Agreement and Plan of Reorganization (Nutronics International Inc), Agreement and Plan of Reorganization (Solar Group Inc)
Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement agreement shall survive the Closing and closing hereunder for so long as the consummation applicable statute of the transactions contemplated hereby for one year from the Closinglimitations shall remain open. All Each of the parties hereto are is executing and carrying out the provisions of this Agreement agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement agreement or at the closing of the transactions herein provided for and not upon any investigation upon which it might have made or any representationrepresentations, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Century Laboratories Inc), Reorganization and Stock Purchase Agreement (Goung Hei Investment Co LTD), Stock Purchase Agreement (Century Laboratories Inc)
Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement shall survive the Closing hereunder and the consummation of the transactions contemplated hereby for one year from the Closinghereby. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement or at the Closing of the transactions herein provided for and not upon any investigation upon which it might have made or any representationrepresentations, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 3 contracts
Samples: Agreement and Plan of Reorganization (Legalopinion Com), Agreement and Plan of Reorganization (Legalopinion Com), Agreement and Plan of Reorganization (Commonwealth Equities Inc)
Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement shall survive the Closing and closing hereunder for so long as the consummation applicable statute of the transactions contemplated hereby for one year from the Closinglimitations shall remain open. All Each of the parties hereto are is executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements Agreements contained in this Agreement or at the closing of the transactions herein provided for and not upon any investigation upon which it might have made or any representationrepresentations, warranty, agreementAgreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 2 contracts
Samples: Reorganization and Stock Purchase Agreement (Vermont Witch Hazel Co), Reorganization Agreement (Sattel Global Networks Inc)
Nature and Survival of Representations. All representationsrepresentations warranties, warranties and covenants made by any party in this Agreement shall survive the Closing hereunder and the consummation of the transactions contemplated hereby for one year two years from the Closingdate hereof. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties warranties, and covenants and agreements contained in this Agreement or at the Closing of the transactions herein provided for and not upon any investigation upon which it might have made or any representationrepresentations, warranty, agreement, promise promise, or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (China Biomedical Group Inc), Acquisition Agreement and Plan of Reorganization (Internet Holdings Inc)
Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement shall survive the Closing and the consummation of the transactions contemplated hereby for one year from the Closing. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement and not upon any investigation upon which it might have made or any representation, warranty, agreement, promise or information, written or oral, made by the other party parry or any other person other than as specifically set forth herein.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Xtreme Companies Inc), Agreement and Plan of Reorganization (Utah Clay Technology Inc)
Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement shall survive the Closing and closing hereunder for so long as the consummation of the transactions contemplated hereby for one year from the Closingapplicable statute limitations shall remain open. All Each of the parties hereto are is executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement or at the closing of the transactions herein provided for and not upon any investigation upon which it might have made or any representationrepresentations, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Physicians Healthcare Management Group, Inc), Stock Purchase Agreement (PHYHEALTH Corp)
Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement shall survive the Closing hereunder and the consummation of the transactions contemplated hereby for one year four (4) years from the Closingdate hereof. All of the parties Each party hereto are is executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement or at the Closing of the transactions herein provided for and not upon any investigation upon which it might have made or any representationrepresentations, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 2 contracts
Samples: Share Exchange Agreement (Idmedical Com Inc), Share Exchange Agreement (Idmedical Com Inc)
Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement shall survive the Closing and the consummation of the transactions contemplated hereby by this Agreement for one year a period of three years from the Closingdate of this Agreement. All Each of the parties hereto to this Agreement are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement and not upon any investigation upon which it might have made or any representationrepresentations, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth hereinin this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Monument Galleries Inc)
Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement shall survive the Closing closing hereunder and the consummation of the transactions contemplated hereby for one year from so long as the Closingapplicable statute of limitations shall remain open. All Each of the parties hereto are is executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement or at the closing of the transactions herein provided for and not upon any investigation upon which it might have made or any representationrepresentations, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth hereinherein and therein.
Appears in 1 contract
Nature and Survival of Representations. All representations, warranties and covenants made by any either party in this Agreement shall survive the Closing hereunder and the consummation of the transactions contemplated hereby for one year two years from the Closingdate hereof. All Each of the parties hereto are is executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement and not upon any investigation upon which it might have made or any representationrepresentations, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 1 contract
Samples: Agreement and Plan (Seychelle Environmental Technologies Inc /Ca)
Nature and Survival of Representations. All representations, warranties and an covenants made by any party in this Agreement agreement shall survive the Closing and closing hereunder for so long as the consummation applicable statute of the transactions contemplated hereby for one year from the Closinglimitations shall remain open. All Each of the parties hereto are is executing and carrying out the provisions of this Agreement agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement agreement or at the closing of the transactions herein provided for and not upon any investigation upon which it might have made or any representationrepresentations, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 1 contract
Nature and Survival of Representations. All representations, --------------------------------------- warranties and covenants made by any party in this Agreement shall survive the Closing and the consummation of the transactions contemplated hereby for one year from the Closing. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement and not upon any investigation upon which it might have made or any representation, warranty, agreement, promise or information, written or oral, made by the other party parry or any other person other than as specifically set forth herein.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Photoloft Com)
Nature and Survival of Representations. All representations, ------------------------------------------- warranties and covenants made by any party in this Agreement shall survive the Closing and the consummation of the transactions contemplated hereby for one year from the Closing. All of the parties par-ties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement and not upon any investigation upon which it might have made or any representation, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 1 contract
Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement shall survive the Closing and closing hereunder for so long as the consummation applicable statute of the transactions contemplated hereby for one year from the Closinglimitations shall remain open. All Each of the parties hereto are is executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement Agreement, or at the closing of the transaction herein provided for, and not upon any investigation upon which it might have made or any representationrepresentations, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 1 contract
Samples: Reorganization and Stock Purchase Agreement (Stan Lee Media Inc)
Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement shall survive the Closing and the consummation of the transactions contemplated hereby hereunder for one year two (2) years from the Closing. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement and not upon any investigation upon which it might have made or any representation, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 1 contract
Samples: Share Exchange Agreement (Emagisoft Technologies Inc)
Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement shall survive the Closing and the consummation of the transactions contemplated hereby for one year four years from the Closing. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement and not upon any investigation upon which it might have made or any representation, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 1 contract
Samples: Intellectual Property License Agreement (Dendo Global Corp)
Nature and Survival of Representations. All representations, warranties -------------------------------------- and covenants made by any party in this Agreement shall survive the Closing and the consummation of the transactions contemplated hereby for one year two years from the Closing. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement and not upon any investigation upon which it might have made or any representation, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 1 contract
Samples: Agreement and Plan of Share Exchange (Vital Health Technologies Inc)
Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement shall survive the Closing and the consummation of the transactions contemplated hereby for one year from the Closing. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement and not upon any investigation upon which he/she/it might have made or any representation, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 1 contract
Samples: Agreement and Plan of Share Exchange (EdgeTech International Inc)
Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement shall survive the Closing hereunder and the consummation of the transactions contemplated hereby for one year two years from the Closingdate hereof. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement or at the Closing of the transactions herein provided for and not upon any investigation upon which it might have made or any representationrepresentations, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (PDRX Pharmaceuticals Inc)
Nature and Survival of Representations. All representations, warranties and covenants made by any party in this Agreement shall survive the Closing and the consummation of the transactions contemplated hereby for one (1) year from the Closing. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement and not upon any investigation upon which it might have made or any representation, warranty, agreement, promise or information, written or oral, made by the other party or any other person other than as specifically set forth herein.
Appears in 1 contract
Nature and Survival of Representations. All representations, -------------------------------------- warranties and covenants made by any party in this Agreement shall survive the Closing closing hereunder and the consummation of the transactions contemplated hereby for one year two years from the Closingdate of the closing. All of the parties hereto are executing and carrying out the provisions of this Agreement in reliance solely on the representations, warranties and covenants and agreements contained in this Agreement or at the closing of the transactions herein provided for and not upon any investigation upon which it might have made made, or any representationrepresentations, warrantywarranties, agreementagreements, promise promises or information, written or oral, oral made by the other party or any other person other than as specifically set forth herein.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Lanstar Semiconductor Inc)
