Common use of Nature and Survival of Representations Clause in Contracts

Nature and Survival of Representations. All statements contained in any certificate or other instrument delivered by or on behalf of either party pursuant hereto, or in connection with the transactions contemplated hereby, shall be deemed to be representations and warranties by such disclosing party to the receiving party. All representations, warranties, rights to indemnification and agreements made by each party in this Agreement, or pursuant hereto, shall survive the closing.

Appears in 4 contracts

Samples: Plan of Merger (Aei Environmental Inc), Plan of Merger (Oak Brook Capital Ii), Plan of Merger (Aei Environmental Inc)

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Nature and Survival of Representations. All statements contained in any certificate or other instrument delivered by or on behalf of either party any of the parties to this Agreement pursuant hereto, or hereto in connection with the transactions transaction contemplated hereby, hereby shall be deemed to be representations and warranties made by such disclosing party the respective parties hereunder. The covenants, representations warranties and indemnifications made by the parties each to the receiving party. All representations, warranties, rights to indemnification and agreements made by each party other in this Agreement, Agreement or pursuant hereto, hereto shall survive the closingasset sale and any investigation made by Purchaser or Seller a period of two (2) years after Closing.

Appears in 1 contract

Samples: Asset Purchase Agreement (Southland Health Services, Inc.)

Nature and Survival of Representations. β€Œ All statements contained in any certificate or other instrument delivered by or on behalf of either party any of the parties to this Agreement pursuant hereto, or hereto in connection with the transactions contemplated hereby, hereby shall be deemed to be representations and warranties made by such disclosing party the respective parties hereunder. The covenants, representations and warranties made by the parties each to the receiving party. All representations, warranties, rights to indemnification and agreements made by each party other in this Agreement, Agreement or pursuant hereto, shall hereto and all provisions of this Article 11shall survive the closingtransactions contemplated hereby.

Appears in 1 contract

Samples: Asset Purchase Agreement

Nature and Survival of Representations. All statements contained in any certificate or other instrument delivered by or on behalf of either a party pursuant hereto, or to this Agreement in connection with the transactions contemplated hereby, hereby shall be deemed to be representations and warranties made by such disclosing party hereunder. The covenants, representations and warranties made by the parties each to the receiving party. All representations, warranties, rights to indemnification and agreements made by each party other in this Agreement, Agreement or pursuant hereto, hereto shall survive the closingClosing for the applicable period of the statute of limitations.

Appears in 1 contract

Samples: Buy Back Agreement (National Medical Financial Services Corp)

Nature and Survival of Representations. All statements contained in any certificate or other instrument delivered by or on behalf of either party any of the parties to this Agreement pursuant hereto, or hereto in connection with the transactions transaction contemplated hereby, hereby shall be deemed to be representations and warranties made by such disclosing party the respective parties hereunder. The covenants, representations and warranties made by the parties each to the receiving party. All representations, warranties, rights to indemnification and agreements made by each party other in this Agreement, Agreement or pursuant hereto, hereto shall survive the closingasset sale and any investigation made by MedCath or Practice.

Appears in 1 contract

Samples: Master Transaction Agreement (Medcath Inc)

Nature and Survival of Representations. All statements contained in any certificate or other instrument delivered by or on behalf of either party any of the parties to this Agreement pursuant hereto, or hereto in connection with the transactions contemplated hereby, hereby shall be deemed to be representations and warranties made by such disclosing party 14 the respective parties hereunder. The covenants, representations and warranties made by the parties each to the receiving party. All representations, warranties, rights to indemnification and agreements made by each party other in this Agreement, Agreement or pursuant hereto, hereto shall survive the closingexchange contemplated herein and any investigation made by any party hereto.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (American Healthchoice Inc /Ny/)

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Nature and Survival of Representations. All statements contained in any certificate or other instrument delivered by or on behalf of either party the Company or the Stockholders pursuant hereto, to this Agreement or in connection with the transactions contemplated hereby, hereby shall be deemed to be representations and warranties by such disclosing party the Company and the Stockholders hereunder, and all statements contained in any certificate or other instrument delivered by or on behalf of Acquiror pursuant to the receiving partythis Agreement shall be deemed representations and warranties by Acquiror. All representations, warranties, rights to indemnification warranties and agreements made by each a party in this Agreement, or pursuant hereto, hereto shall survive the closingClosing hereunder.

Appears in 1 contract

Samples: Merger Agreement (Inkine Pharmaceutical Co Inc)

Nature and Survival of Representations. All statements contained in any certificate or other instrument delivered by or on behalf of either a party pursuant hereto, or in connection with hereto shall be deemed representations and warranties by the transactions contemplated hereby, party making such statements. No party shall be deemed to be have made any representations or warranties except as specifically provided in this Agreement. All representations and warranties by such disclosing party to of Cox contained herein and the receiving party. All representations, warranties, rights to indemnification covenants and agreements made by each party contained in this AgreementSections 5, or pursuant hereto6, 7, 10(c) and 10(d) shall survive the closingconsummation of the transactions contemplated by this Agreement and shall continue indefinitely.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Medtox Scientific Inc)

Nature and Survival of Representations. All statements contained in any certificate or other instrument delivered by or on behalf of either a party to this Agreement pursuant hereto, or hereto in connection with the transactions contemplated hereby, hereby shall be deemed to be representations and warranties made by such disclosing party hereunder. The covenants, representations and warranties made by the parties each to the receiving party. All representations, warranties, rights to indemnification and agreements made by each party other in this Agreement, Agreement or pursuant hereto, hereto shall survive the closingClosing for the applicable period of the statute of limitations.

Appears in 1 contract

Samples: Asset Purchase Agreement (National Medical Financial Services Corp)

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