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

No Survival of Representations or Warranties. Each and every representation and warranty contained in this Agreement, other than the representations and warranties contained in Sections 5.01, 5.02, 5.03 and 5.17 and 6.01, 6.02, 6.03 and 6.05 (which representations and warranties shall survive for 18 months from the Closing Date), shall expire with, and be terminated and extinguished by the Closing and no such representation or warranty shall survive the Closing Date. From and after the Closing Date, none of Seller, Buyer or any officer, director, trustee or Affiliate of any of them shall have any liability whatsoever with respect to any such representation or warranty. The expiration of the representations and warranties contained in Sections 5.01, 5.02, 5.03 and 5.17 and 6.01, 6.02, 6.03 and 6.05 shall not affect the Parties' obligations under Article X if the Indemnitee provided the Indemnifying Party with proper notice of the claim or event for which indemnification is sought prior to such expiration.

Appears in 4 contracts

Samples: Asset Purchase and Sale Agreement (Marketspan Corp), Asset Purchase Agreement (Consolidated Edison Co of New York Inc), Asset Purchase and Sale Agreement (Orion Power Holdings Inc)

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No Survival of Representations or Warranties. Each and every representation and warranty contained in this Agreement, other than the representations and warranties contained in Sections 5.015.1, 5.025.2, 5.03 5.3 and 5.17 5.15 and 6.016.1, 6.026.2, 6.03 6.3 and 6.05 6.5 (which representations and warranties shall survive for 18 12 months from the Closing Date), shall expire with, and be terminated and extinguished by the Closing and no such representation or warranty shall survive the Closing Date. From and after the Closing Date, none of Seller, Buyer or any officer, director, trustee or Affiliate of any of them shall have any liability whatsoever with respect to any such representation or warranty. The expiration of the representations and warranties contained in Sections 5.015.1, 5.025.2, 5.03 5.3 and 5.17 5.15 and 6.016.1, 6.026.2, 6.03 6.3 and 6.05 6.5 shall not affect the Parties' obligations under Article X if the Indemnitee provided the Indemnifying Party with proper notice of the claim or event for which indemnification is sought prior to such expiration.

Appears in 2 contracts

Samples: Asset Purchase and Sale Agreement (Potomac Electric Power Co), Asset Purchase and Sale Agreement (Southern Energy Inc)

No Survival of Representations or Warranties. Each and every representation and warranty contained in this Agreement, other than the representations and warranties contained in Sections 5.01, 5.02, 5.03 and 5.17 and 6.01, 6.02, 6.03 and 6.05 6.04 (which representations and warranties shall survive for 18 months from the Closing Date), shall expire with, and be terminated and extinguished by the Closing and no such representation or warranty shall survive the Closing Date. From and after the Closing Date, none of Seller, Buyer or any officer, director, trustee or Affiliate of any of them shall have any liability whatsoever with respect to any such representation or warranty. The expiration of the representations and warranties contained in Sections 5.01, 5.02, 5.03 and 5.17 and 6.01, 6.02, 6.03 and 6.05 6.04 shall not affect the Parties' obligations under Article X if the Indemnitee provided the Indemnifying Party with proper notice of the claim or event for which indemnification is sought prior to such expiration.

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (Consolidated Edison Co of New York Inc)

No Survival of Representations or Warranties. Each and every representation and warranty contained in this Agreement, other than the representations and warranties contained in Sections 5.01, 5.02, 5.03 and 5.17 and 6.016,01, 6.02, 6.03 and 6.05 6.04 (which representations and warranties shall survive for 18 months from the Closing Date), shall expire with, and be terminated and extinguished by the Closing and no such representation or warranty shall survive the Closing Date. From and after the Closing Date, none of Seller, Buyer or any officer, director, trustee or Affiliate of any of them shall have any liability whatsoever with respect to any such representation or warranty. The expiration of the representations and warranties contained in Sections 5.01, 5.02, 5.03 and 5.17 and 6.01, 6.02, 6.03 and 6.05 6.04 shall not affect the Parties' obligations under Article X if the Indemnitee provided the Indemnifying Party with proper notice of the claim or event for which indemnification is sought prior to such expiration.

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (NRG Energy Inc)

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No Survival of Representations or Warranties. Each and every representation and warranty contained in this Agreement, other than the representations and warranties contained in Sections 5.015.1, 5.025.2, 5.03 5.3 and 5.17 5.10 and 6.016.1, 6.026.2, 6.03 6.3 and 6.05 6.5 (which representations and warranties shall survive for 18 12 months from the Closing Date), shall expire with, and be terminated and extinguished by the Closing and no such representation or warranty shall survive the Closing Date. From and after the Closing Date, none of Seller, Buyer the Parties or any officer, director, trustee or Affiliate of any of them shall have any liability whatsoever with respect to any such representation or warranty. The expiration of the representations and warranties contained in Sections 5.015.1, 5.025.2, 5.03 5.3 and 5.17 5.10 and 6.016.1, 6.026.2, 6.03 6.3 and 6.05 6.5 shall not affect the Parties' obligations under Article X IX if the Indemnitee provided the Indemnifying Party with proper notice of the claim or event for which indemnification is sought prior to such expiration.

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (Allegheny Energy Inc)

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