Common use of No Survival of Representations and Warranties Clause in Contracts

No Survival of Representations and Warranties. None of the representations, warranties or agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, except for covenants and agreements which contemplate performance after the Effective Time or otherwise expressly by their terms survive the Effective Time.

Appears in 9 contracts

Samples: Agreement and Plan of Merger (Globus Medical Inc), Merger Agreement (Nuvasive Inc), Merger Agreement (SeaSpine Holdings Corp)

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No Survival of Representations and Warranties. None of the representations, warranties or agreements contained in this Agreement or in any certificate, document or instrument certificate delivered pursuant to this Agreement shall survive the Effective Time, except for covenants and agreements which contemplate performance after the Effective Time or otherwise expressly by their terms survive the Effective Time.

Appears in 7 contracts

Samples: Merger Agreement (APA Corp), Merger Agreement (Callon Petroleum Co), Merger Agreement (Penn Virginia Corp)

No Survival of Representations and Warranties. None of the representations, The representations and warranties or agreements contained made in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall not survive beyond the Effective Time, except for and only the covenants and agreements which contemplate performance after the Effective Time or otherwise expressly that by their terms survive the Effective Time shall survive the Effective Time.

Appears in 5 contracts

Samples: Acquisition Agreement (Fargo Electronics Inc), Acquisition Agreement (Fargo Electronics Inc), Acquisition Agreement (Zebra Technologies Corp/De)

No Survival of Representations and Warranties. None of the representations, warranties or agreements contained in this Agreement or in any certificate, document or instrument certificate delivered pursuant to this Agreement shall survive the Effective Time, except for covenants and agreements which contemplate performance after the Effective Time or otherwise expressly by their terms survive the Effective Time. This Section 8.3 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.

Appears in 5 contracts

Samples: Merger Agreement (Titan Corp), Agreement and Plan of Reorganization (Rainbow Technologies Inc), Merger Agreement (Safenet Inc)

No Survival of Representations and Warranties. None of the representations, warranties or warranties, covenants and agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective TimeMerger, except for covenants and agreements which contemplate any covenant or agreement that by its terms contemplates performance after the Effective Time or otherwise expressly by their terms survive the Effective Time.

Appears in 4 contracts

Samples: Merger Agreement, Merger Agreement (Camber Energy, Inc.), Merger Agreement (Silverleaf Resorts Inc)

No Survival of Representations and Warranties. None of the representations, warranties or warranties, covenants and agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Timeconsummation of the Mergers, except for covenants and agreements which that contemplate performance after the First Effective Time or otherwise expressly by their terms survive the First Effective Time.

Appears in 4 contracts

Samples: Voting Trust Agreement (Canadian Pacific Railway LTD/Cn), Merger Agreement (Canadian Pacific Railway LTD/Cn), Merger Agreement (Kansas City Southern)

No Survival of Representations and Warranties. None of the representations, warranties or warranties, covenants and agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Timeconsummation of the Merger, except for covenants and agreements which that contemplate performance after the Effective Time or otherwise expressly by their terms survive the Effective Time.

Appears in 4 contracts

Samples: Merger Agreement (Enerflex Ltd.), Merger Agreement (Exterran Corp), Merger Agreement (Canadian National Railway Co)

No Survival of Representations and Warranties. None of the representations, warranties or warranties, covenants and agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, except for those covenants and agreements contained herein and therein which contemplate performance by their terms apply in whole or in part after the Effective Time or otherwise expressly by their terms survive the Effective Timeand then only to such extent.

Appears in 3 contracts

Samples: Merger Agreement (Quest Software Inc), Merger Agreement (Dell Inc), Merger Agreement (Quest Software Inc)

No Survival of Representations and Warranties. None of the representations, warranties or agreements contained in this Agreement or in any certificate, document or instrument certificate delivered pursuant to this Agreement shall survive the Effective Time, except for covenants and agreements which contemplate performance after the Effective Time or otherwise expressly by their terms survive the Effective Time. This Section 9.3 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.

Appears in 3 contracts

Samples: Merger Agreement (Titan Corp), Merger Agreement (Titan Corp), Merger Agreement (Globalnet Inc)

No Survival of Representations and Warranties. None of the representations, warranties or warranties, covenants and other agreements of the parties contained in this Agreement Agreement, or in any certificateclaim with respect thereto, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, except for covenants (and only to the extent that) those covenants, agreements which contemplate performance after the Effective Time or otherwise expressly and other provisions contained herein that by their terms survive apply or are to be performed in whole or in part after the Effective Time.

Appears in 3 contracts

Samples: Merger Agreement (Ligand Pharmaceuticals Inc), Merger Agreement (Ligand Pharmaceuticals Inc), Merger Agreement (Neurogen Corp)

No Survival of Representations and Warranties. None of the representations, representations and warranties or agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, except for Time other than those covenants and agreements which contemplate performance after the Effective Time or otherwise expressly by their expressed terms survive are to be performed after the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Us 1 Industries Inc), Merger Agreement (Us 1 Industries Inc)

No Survival of Representations and Warranties. None of the representations, warranties or warranties, covenants and agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, Time except for covenants and any covenants, or agreements which that by their terms contemplate performance in whole or in part after the Effective Time or otherwise expressly by their terms survive termination of this Agreement. The Confidentiality Agreements shall (a) survive termination of this Agreement in accordance with their terms and (b) terminate as of the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Aep Industries Inc), Merger Agreement (Berry Plastics Group Inc)

No Survival of Representations and Warranties. None of the representations, warranties or agreements contained in this Agreement or in any certificate, document or instrument certificate delivered pursuant to this Agreement shall survive the Effective Time, except for covenants and agreements which contemplate performance after the Effective Time or otherwise expressly by their terms survive the Effective Time. This Section 8.3 shall not limit any covenant or agreement of the parties which by its terms contemplate performance after the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Datron Systems Inc/De), Merger Agreement (Titan Corp)

No Survival of Representations and Warranties. None of the representations, warranties warranties, covenants or agreements contained in this Agreement or in any certificateinstrument, document or instrument certificate delivered pursuant to to, or in connection with, this Agreement shall survive the Effective Time, except for other than those covenants and or agreements of the parties which contemplate performance after the Effective Time or otherwise expressly by their terms survive apply, or are to be performed in whole or in part, after the Effective Time.

Appears in 2 contracts

Samples: Employment Agreement (AutoWeb, Inc.), Merger Agreement (AutoWeb, Inc.)

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No Survival of Representations and Warranties. None of the representations, representations and warranties or agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, except for and only the covenants and or agreements which contemplate performance after the Effective Time or otherwise expressly that by their terms survive the Effective Time and this Article VII shall survive the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Caucuscom Mergerco Corp.), Merger Agreement (Metromedia International Group Inc)

No Survival of Representations and Warranties. None of the representations, warranties or agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the First Effective Time, except for covenants and agreements which contemplate performance after the First Effective Time or otherwise expressly by their terms survive the First Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Rocket Pharmaceuticals, Inc.), Merger Agreement (Renovacor, Inc.)

No Survival of Representations and Warranties. None of the representations, warranties or agreements contained in this Agreement or in any certificate, document or instrument certificate delivered pursuant to this Agreement shall survive the Effective Time, except for covenants and agreements which contemplate performance after the Effective Time or otherwise expressly by their terms survive the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Rita Medical Systems Inc), Merger Agreement (Horizon Medical Products Inc)

No Survival of Representations and Warranties. None of the representations, warranties or warranties, covenants and agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, except for those covenants and agreements contained herein and therein which contemplate performance after the Effective Time or otherwise expressly by their terms survive are to be performed in whole or in part after the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Horizon PCS Inc), Merger Agreement (Ipcs Inc)

No Survival of Representations and Warranties. None of the representations, warranties warranties, covenants or agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, except for covenants and agreements which contemplate performance after the Effective Time or otherwise expressly by their terms survive the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Cleveland Biolabs Inc)

No Survival of Representations and Warranties. None of the --------------------------------------------- representations, warranties or warranties, covenants and agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, except for those covenants and agreements contained herein and therein which contemplate performance after the Effective Time or otherwise expressly by their terms survive are to be performed in whole or in part after the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Ipcs Inc)

No Survival of Representations and Warranties. None of the representations, warranties warranties, covenants or agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, except for other than those covenants and or agreements of the parties which contemplate performance after the Effective Time or otherwise expressly by their terms survive apply, or are to be performed in whole or in part, after the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Restoration Hardware Inc)

No Survival of Representations and Warranties. None of the representations, warranties or agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall will survive the Effective Time, except for covenants and agreements which contemplate performance after the Effective Time or otherwise expressly by their terms survive the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Sezzle Inc.)

No Survival of Representations and Warranties. None Except as provided in Section 8.2, none of the representations, warranties or warranties, covenants and agreements contained in this Agreement or in any certificate, document or instrument delivered pursuant to this Agreement shall survive the Effective Time, except for those covenants and agreements contained herein and therein which contemplate performance by their terms apply in whole or in part after the Effective Time or otherwise expressly by their terms survive the Effective Timeto a termination of this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Bank Holdings)

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