Common use of Non-Survival of Representations and Covenants Clause in Contracts

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and Articles 1, 2, 3, 4 and 11 and Section 8.10.

Appears in 9 contracts

Samples: Agreement and Plan of Merger (Flag Financial Corp), Agreement and Plan of Merger (Flag Financial Corp), Agreement and Plan of Merger (Community First Banking Co)

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Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 9.3, Sections 7.5, 7.7, 7.8 and Articles 7.9, and ARTICLE 1, ARTICLE 2, 3, 4 ARTICLE 3 and 11 and Section 8.10ARTICLE 10.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Simmons First National Corp), Agreement and Plan of Merger (Simmons First National Corp), Agreement and Plan of Merger (Simmons First National Corp)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except for this Section 10.3 and Articles 1II, 2III, 3IV and XI and Sections 8.10, 4 8.11 and 11 and Section 8.108.12 of this Agreement.

Appears in 6 contracts

Samples: Agreement and Plan of Reorganization (Gb&t Bancshares Inc), Agreement and Plan of Reorganization (Mountain Bancshares Inc), Agreement and Plan of Reorganization (Gb&t Bancshares Inc)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 9.3, Sections 7.5, 7.7, 7.8 and 7.9, and Articles 1, 2, 3, 4 3 and 11 and Section 8.1010.

Appears in 6 contracts

Samples: Agreement and Plan of Reorganization (WSFS Financial Corp), Agreement and Plan of Reorganization (WSFS Financial Corp), Agreement and Plan of Reorganization (Alliance Bancorp, Inc. Of Pennsylvania)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and Articles 1, 2, 3, 4 and 11 and Section 8.1011.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Summit Bank Corp), Agreement and Plan of Merger and Contribution (Vaxcel Inc), Agreement and Plan of Merger and Contribution (Cytrx Corp)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and Articles 1, 2, 3, 4 4, and 11 and Section 8.10Sections 8.11 and 8.13 of this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Triangle Bancorp Inc), Agreement and Plan of Reorganization (Triangle Bancorp Inc)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and Articles 1, 2, 3, 4 and 11 and Section 8.10Sections 8.12, 8.13, and 8.14 of this Agreement and the provisions of the Supplemental Letter.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Capital Savings Bancorp Inc), Agreement and Plan of Merger (Union Planters Corp)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and Articles 1, 2, 3, 4 and 11 and Section 8.10.Sections 8.12 and 8.13

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Gulf South Medical Supply Inc), Agreement and Plan of Merger (Gulf South Medical Supply Inc)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time Time, except this Section 10.3 9.3 and Articles 11 and 10 and Sections 4.6, 24.8, 35.4, 4 6.3, 6.4, and 11 and Section 8.106.5 of this Agreement.

Appears in 2 contracts

Samples: Supplemental Agreement (Huntington Bancshares Inc/Md), Supplemental Agreement (Empire Banc Corp)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and Articles 1, 2, 3, 4 4, and 11 and Section 8.10Sections 8.12, 8.13 and 8.14 of this Agreement and the Supplemental Letter.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (First Mutual Bancorp Inc), Agreement and Plan of Reorganization (Union Planters Corp)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, covenants and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and Articles 1, 2, 3, 4 and 11 10 and Section 8.10Sections 7.7, 7.8, 7.9 and 7.10.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Alden John Financial Corp), Agreement and Plan of Merger (Fortis Inc /Nv/)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and Articles 1, 2, 3, 4 and 11 and Section 8.10Sections 7.6, 8.11, 8.12 and 8.14 hereof.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization and Merger (LSB Bancshares Inc /Nc/), Agreement and Plan of Reorganization and Merger (LSB Bancshares Inc /Nc/)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and Articles 1, 2, 3, 4 4, and 11 and Section 8.10Sections 8.13 and 8.15 of this Agreement and the Supplemental Letter.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Union Planters Corp), Agreement and Plan of Reorganization (Magna Group Inc)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time Time, except this Section 10.3 11.2, Sections 8.11, 8.12 and Articles 8.13 and Article 1, Article 2, 3, 4 Article 3 and Article 11 and Section 8.10shall survive the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Elastic Networks Inc), Agreement and Plan of Merger (Paradyne Networks Inc)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and Articles Article 1, Article 2, Article 3, 4 and Article 4, Article 11 and Section 8.10Sections 8.13 and 8.14.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Akamai Technologies Inc), Agreement and Plan of Merger (Intervu Inc)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 9.3 and Articles 1, 2, 3, 4 and 11 10 and Section 8.107.13.

Appears in 2 contracts

Samples: Purchase Agreement (Ji Acquisition Corp), Purchase Agreement (Johnston Industries Inc)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and 9.3, Articles 1, 2, 33 and 10, 4 Sections 7.6, 7.12, and 11 7.13, and Section 8.10the Employment Agreements, the Non-Competition Agreements and the Claims Letters.

Appears in 1 contract

Samples: Agreement and Plan of Merger (HCBF Holding Company, Inc.)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 9.3 and Articles ARTICLES 1, 2, 33 and 10 and Sections 7.6, 4 7.12, 7.13, and 11 and Section 8.107.21.

Appears in 1 contract

Samples: Agreement and Plan of Merger (1st United Bancorp, Inc.)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 11.2, Sections 8.11, 8.12, 8.13 and Articles 8.14, and Article 1, Article 2, Article 3, Article 4 and Article 11 and Section 8.10shall survive the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Dal Tile International Inc)

Non-Survival of Representations and Covenants. The --------------------------------------------- respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and Articles 1, 2, 3, 4 4, and 11 and Section 8.10Sections 8.13 and 8.15 of this Agreement and the Supplemental Letter.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Jefferson Savings Bancorp Inc)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 10.3, Sections 8.8 and 8.9, and Articles 1, 2, 3, 4 4, and 11 of this Agreement. The respective terms of the Support Agreements and Section 8.10the Supplemental Letter shall survive the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Republic Banking Corp of Florida)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties parties shall not survive the Effective Time except this Section 10.3 9.3 and Articles 1, 21,2, 3, 4 and 11 10 and Section 8.10Sections 7.12, 7.13 and 7.14 of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Republic Bancshares Inc)

Non-Survival of Representations and Covenants. The respective representations------------------------------------------------- repesenta-ions, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except for this Section 10.3 and Articles 1II, 2III, 3IV and XI and Sections 8.10, 4 8.11 and 11 and Section 8.108.12 of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan (FNBG Bancshares Inc)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and Articles 1, 2, 3, 4 4, and 11 and Section 8.10Sections 8.12 and 8.14 of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Regions Financial Corp)

Non-Survival of Representations and Covenants. The respective --------------------------------------------- representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except for this Section 10.3 and Articles 1II, 2III, 3, 4 IV and 11 XI and Section 8.108.9 of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Premier Bancshares Inc /Ga)

Non-Survival of Representations and Covenants. The respective --------------------------------------------- representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except for this Section 10.3 and Articles 1, 2, 3, 4 and 11 and Section 8.10Sections 8.10 and 8.12 of this Agreement and the Confidentiality Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Newnan Holdings Inc)

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Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and Articles 1Two, 2Three, 3Four, 4 and 11 Eleven and Section 8.10.Sections 8.9 and 8.11 of this Agreement. ARTICLE ELEVEN MISCELLANEOUS

Appears in 1 contract

Samples: Agreement and Plan of Merger (First Community Banking Services Inc)

Non-Survival of Representations and Covenants. The Except for this Section 10.3, Section 8.9, Section 8.13, Section 8.14 and Article 1, Article 2, Article 3 and Article 11, the respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and Articles 1, 2, 3, 4 and 11 and Section 8.10Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Frontstep Inc)

Non-Survival of Representations and Covenants. The respective --------------------------------------------- representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except for this Section 10.3 and Articles 1, 2, 3, 4 and 11 and Section 8.10.Sections 8.10 and 8.11 of this Agreement. A-45

Appears in 1 contract

Samples: Agreement and Plan of Merger (First Southern Bankshares Inc/Ga)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and Articles 1, 2, 3, 4 4, and 11 and Section 8.10Sections 8.12 and 8.14 of this Agreement and the Supplemental Letter.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Union Planters Corp)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and Articles 1, 2, 3, 4 and 11 and Section Sections 8.10, 8.11, and 8.12.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Citi Bancshares Inc)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and Articles 1, 2, 3, 4 and 11 and Section 8.10Sections 8.7, 8.13, 8.14, 8.15 and 8.17.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Seacoast Banking Corp of Florida)

Non-Survival of Representations and Covenants. The respective --------------------------------------------- representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except for this Section 10.3 and Articles 1, 2, 3, 4 and 11 and Section 8.108.10 of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (First Alliance/Premier Bancshares Inc)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except for this Section 10.3 and 9.3, Articles 1, 2, 33 and 10 and Sections 7.12, 4 7.13 and 11 and Section 8.107.14.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Acsys Inc)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, covenants and agreements of the Parties parties shall not survive the Effective Time except this Section 10.3 and Articles 1, 2, 3, 4 and 11 and Section 8.10Sections 8.12, 8.13 and 8.14 of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Republic Bancshares Inc)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time Time, except this Section 10.3 and Articles 1, 2, 3, 4 and 11 and Section Sections 8.10, 8.11 and 8.12.

Appears in 1 contract

Samples: Agreement and Plan of Merger (First American Corp /Tn/)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and Articles 1, 2, 3, 4 and 11 and Section 8.10Sections 8.12 and 8.14 of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Bankers First Corp)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and 9.3, Articles 1, 2, 33 and 10, 4 Sections 7.6, 7.12, and 11 7.13, the Non-Competition Agreements and Section 8.10the Claims Letters.

Appears in 1 contract

Samples: Agreement and Plan of Merger (HCBF Holding Company, Inc.)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 9.3 and Articles Article 1, Article 2, 3, 4 Article 3 and 11 and Section 8.10Article 10.

Appears in 1 contract

Samples: Agreement and Plan of Share Exchange (First Security Group Inc/Tn)

Non-Survival of Representations and Covenants. The respective --------------------------------------------- representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and Articles 1, 2, 3, 4 and 11 and Section 8.1011.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Contribution (Cytrx Corp)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 9.5, Sections 7.7, 7.8, 7.9, 7.21 and 9.4 and Articles 1, 2, 3, 4 3 and 11 and Section 8.1010.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Lazard Freres Real Estate Investors LLC)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 and Articles 1, 2, 3, 4 4, and 11 and Section 8.10Sections 8.13 and 8.15 of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Regions Financial Corp)

Non-Survival of Representations and Covenants. The respective representations, warranties, obligations, covenants, and agreements of the Parties shall not survive the Effective Time except this Section 10.3 10.4 and Articles 1, 2, 3, 4 and 11 and Section 8.10Sections 8.7, 8.13, 8.14, 8.15 and 10.3.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Capital City Bank Group Inc)

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