Common use of Non-Merger Clause in Contracts

Non-Merger. Each party hereby agrees that all provisions of this Agreement, other than the representations and warranties contained in Article 5, and the indemnities in Sections 6.1 and 6.2 hereof (which shall be subject to the special arrangements provided in such Articles or Sections), shall survive the execution, delivery and performance of this Agreement, the Closing Date and the execution, delivery and performance of any and all documents delivered in connection with this Agreement.

Appears in 4 contracts

Sources: Share Purchase Agreement (E Auction Global Trading Inc), Share Purchase Agreement (E Auction Global Trading Inc), Share Purchase Agreement (E Auction Global Trading Inc)

Non-Merger. Each party hereby agrees that all provisions of this Agreement, other than (a) the conditions in Article 4 and (b) the representations and warranties contained in Article 5, 5 and the related indemnities in Sections 6.1 and 6.2 hereof (which shall be subject to the special arrangements provided in such Articles or Sections), ) shall forever survive the execution, delivery and performance of this Agreement, the Closing Date and the execution, delivery and performance of any and all documents delivered in connection with this Agreement.

Appears in 2 contracts

Sources: Share Purchase Agreement (Moventis Capital, Inc.), Share Purchase Agreement (Hyperion Solutions Corp)

Non-Merger. Each party Party hereby agrees that all provisions of this Agreement, other than the representations and warranties contained in Article 5Section 6, and the indemnities in Sections 6.1 7.1 and 6.2 7.3 hereof (which shall be subject to the special arrangements provided in such Articles or Sections), shall survive the execution, delivery and performance of this Agreement, the Closing Date and the execution, delivery and performance of any and all documents delivered in connection with this Agreement.

Appears in 2 contracts

Sources: Share Purchase Agreement (E Auction Global Trading Inc), Share Purchase Agreement (E Auction Global Trading Inc)

Non-Merger. Each party Party hereby agrees that all provisions of this Agreement, other than (a) the conditions in Article 6 and (b) the representations and warranties contained in Article 5, 4 and the related indemnities in Sections 6.1 and 6.2 Article 5 hereof (which shall be subject to the special arrangements provided in such Articles or Sections), Articles) shall forever survive the execution, delivery and performance of this Agreement, the Closing Date and the execution, delivery and performance of any and all documents delivered in connection with this Agreement.. - Signature Pages to Follow -

Appears in 2 contracts

Sources: Share Purchase Agreement (Amdocs LTD), Share Purchase Agreement (Amdocs LTD)

Non-Merger. Each party hereby Party agrees that all provisions of this Agreement, other than (a) the conditions in Article 5 and (b) the representations and warranties contained in Article 5, 6 and the related indemnities in Sections 6.1 7.1 and 6.2 hereof 7.2 (which shall be subject to the special arrangements provided in such Articles Article or Sections), ) shall forever survive the execution, delivery and performance of this Agreement, the Closing Date and the execution, delivery and performance of any and all documents delivered in connection with this Agreement.

Appears in 1 contract

Sources: Asset Purchase Agreement (Ceridian Corp)

Non-Merger. Each party hereby agrees that all provisions of this Agreement, other than (a) the conditions in Article 3 and (b) the representations and warranties contained in Article 5, 4 and the related indemnities in Sections 6.1 5.1 and 6.2 5.2 hereof (which shall be subject to the special arrangements provided in such Articles or Sections), ) shall forever survive the execution, delivery and performance of this Agreement, the Closing Date and the execution, delivery and performance of any and all documents delivered in connection with this Agreement.

Appears in 1 contract

Sources: Purchase Agreement (Voice Iq Inc)

Non-Merger. Each party hereby agrees that all provisions of this Agreement, other than (a) the conditions in Article 6 and (b) the representations and warranties contained in Article 5, 7 and the indemnities in Sections 6.1 8.1, 8.2 and 6.2 8.3 hereof (which shall be subject to the special arrangements provided made in such Articles or Sections), ) shall forever survive the execution, delivery and performance of this Agreement, the Closing Date and the execution, delivery and performance of any and all documents delivered in connection with this Agreement.

Appears in 1 contract

Sources: Purchase and Subscription Agreement (Powertrader Inc)

Non-Merger. Each party hereby agrees that all provisions of this Agreement, other than (a) the conditions in Article 5 and (b) the representations and warranties contained in Article 5, 6 and the indemnities in Sections 6.1 8.1 and 6.2 8.2 hereof (which shall be subject to the special arrangements provided made in such Articles or Sections), ) shall forever survive the execution, delivery and performance of this Agreement, the Closing Date and the execution, delivery and performance of any and all documents delivered in connection with this Agreement.

Appears in 1 contract

Sources: Purchase Agreement (Powertrader Inc)

Non-Merger. Each party Party hereby agrees that all provisions of this Agreement, other than the representations and warranties contained in Article 5, 4 and the related indemnities in Sections 6.1 5.1 and 6.2 5.2 hereof (which shall be subject to the special arrangements provided in such Articles or Sections), ) shall forever survive the execution, delivery and performance of this Agreement, the Closing Date and the execution, delivery and performance completion of any and all documents delivered in connection with this Agreementthe transfer of Assets contemplated hereby.

Appears in 1 contract

Sources: Asset Purchase and Assumption Reinsurance Agreement (Union Security Insurance Co)

Non-Merger. Each party Party hereby agrees that all provisions of this Agreement, other than (a) the conditions in Article 4 and (b) the representations and warranties contained in Article 5, 5 and the related indemnities in Sections 6.1 and 6.2 hereof (which shall be subject to the special arrangements provided in such Articles or Sections), ) shall forever survive the execution, delivery and performance of this Agreement, the Closing Date and the execution, delivery and performance of any and all documents delivered in connection with this Agreement.

Appears in 1 contract

Sources: Support Agreement (O2diesel Corp)

Non-Merger. Each party hereby agrees that all provisions of this Agreement, other than (i) the conditions in Article 4 and (ii) the representations and warranties contained in Article 5, 5 and the related indemnities in Sections 6.1 and 6.2 hereof (which shall be subject to the special arrangements provided in such Articles or Sections), ) shall forever survive the execution, delivery and performance of this Agreement, the Closing Date and the execution, delivery and performance of any and all documents delivered in connection with this Agreement.

Appears in 1 contract

Sources: Asset Purchase Agreement (Archibald Candy Corp)

Non-Merger. Each party hereby agrees that all provisions of this Agreement, other than (a) the representations and warranties contained in Article 5, 4 and the related indemnities in Sections 6.1 Section 5.1 and 6.2 5.2 hereof (which shall be subject to the special arrangements provided in such Articles or Sections), ) shall forever survive the execution, delivery and performance of this Agreement, the Closing Date and the execution, delivery and performance of any and all documents delivered in connection with this Agreement.

Appears in 1 contract

Sources: Asset Purchase Agreement (Si Diamond Technology Inc)

Non-Merger. Each party hereby agrees that all provisions of this Agreement, other than (a) the conditions in Article 4 and (b) the representations and warranties contained in Article 5, 5 and the related indemnities in Sections 6.1 and 6.2 hereof (which shall be subject to the special arrangements provided in such Articles or Sections), ) shall forever survive the execution, delivery and performance of this Agreement, the Closing Date and the execution, delivery and performance of any and all documents delivered in connection with this Agreement.

Appears in 1 contract

Sources: Asset Purchase Agreement (Cold Metal Products Inc)

Non-Merger. Each party Party hereby agrees that all provisions of this Agreement, other than the representations and warranties contained in Article 5, 4 and the related indemnities in Sections 6.1 5.1, 5.2, 5.3 and 6.2 5.4 hereof (which shall be subject to the special arrangements provided in such Articles or Sections), ) shall survive the execution, execution and delivery and performance of this Agreement, the Closing Date and the execution, execution and delivery and performance of any and all documents delivered in connection with this Agreement.

Appears in 1 contract

Sources: Share Purchase Agreement (DealerTrack Holdings, Inc.)

Non-Merger. Each party Party hereby agrees that all provisions of this Agreement, other than (i) the conditions in section 5 and (ii) the representations and warranties contained in Article 5, 6 and (iii) the indemnities contained in Sections 6.1 section 7.1 and 6.2 7.2 hereof (which shall be subject to the special arrangements provided made in such Articles or Sections), sections) shall forever survive the execution, delivery and performance of this Agreement, the Closing Date and the execution, execution and delivery and performance of any and all documents delivered in connection with this Agreement.

Appears in 1 contract

Sources: Definitive Acquisition Agreement (Amfil Technologies, Inc.)