Non-Survival of Representations and Warranties. The representations and warranties of Company, Parent and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 37 contracts
Samples: Agreement and Plan of Merger (Mediabin Inc), Agreement and Plan of Reorganization (Triquint Semiconductor Inc), Agreement and Plan of Merger (Interwoven Inc)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 27 contracts
Samples: Agreement and Plan of Merger (Electronic Clearing House Inc), Agreement and Plan of Merger (Yahoo Inc), Agreement and Plan of Merger (Sybase Inc)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub contained in this Agreement or any certificate or instrument delivered pursuant to this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time and this Section 10 shall survive the Effective Time.
Appears in 24 contracts
Samples: Agreement and Plan of Merger and Reorganization (MorphImmune Inc.), Agreement and Plan of Merger and Reorganization (Angion Biomedica Corp.), Agreement and Plan of Merger (Sesen Bio, Inc.)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub contained in this Agreement Agreement, or any instrument delivered pursuant to this Agreement, shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time and this Article VIII shall survive the Effective Time.
Appears in 18 contracts
Samples: Agreement and Plan of Merger (Broadcom Corp), Agreement and Plan of Merger (Cybersource Corp), Agreement and Plan of Merger (Visa Inc.)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub contained in this Agreement Agreement, or any instrument delivered pursuant to this Agreement, shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time and this Article IX shall survive the Effective Time.
Appears in 12 contracts
Samples: Agreement and Plan of Merger (Nuance Communications, Inc.), Agreement and Plan of Merger (Secure Computing Corp), Agreement and Plan of Merger (Direct General Corp)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub Subs contained in this Agreement or any certificate or instrument delivered pursuant to this Agreement shall terminate at the First Effective Time, and only the covenants that by their terms survive the First Effective Time and this Section 8 shall survive the First Effective Time.
Appears in 9 contracts
Samples: Support Agreement (Traws Pharma, Inc.), Agreement and Plan of Merger (Spyre Therapeutics, Inc.), Agreement and Plan of Merger (Aeglea BioTherapeutics, Inc.)
Non-Survival of Representations and Warranties. The representations and warranties and covenants of the Company, Parent and Merger Sub contained in this Agreement or any certificate or instrument delivered pursuant to this Agreement shall terminate at the Effective Time, and only ; provided that the covenants that by their terms survive the Effective Time and this Section 10 shall survive the Effective Time.
Appears in 8 contracts
Samples: Agreement and Plan of Merger and Reorganization (Skye Bioscience, Inc.), Support Agreement (CalciMedica, Inc. /DE/), Agreement and Plan of Merger and Reorganization (Graybug Vision, Inc.)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their express terms survive the Effective Time shall survive the Effective Time.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Primus Knowledge Solutions Inc), Agreement and Plan of Reorganization (Hemosense Inc), Agreement and Plan of Reorganization (Inverness Medical Innovations Inc)
Non-Survival of Representations and Warranties. The representations representations, warranties and warranties covenants of the Company, Parent and Merger Sub contained in this Agreement Agreement, or any instrument delivered pursuant to this Agreement, shall terminate at the Effective Time, and only except that the covenants that by their terms survive the Effective Time and this Article IX shall survive the Effective Time.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Pacific Ethanol, Inc.), Agreement and Plan of Merger (Blackbaud Inc), Agreement and Plan of Merger (Convio, Inc.)
Non-Survival of Representations and Warranties. The representations representations, warranties and warranties covenants of the Company, Parent and Merger Sub contained in this Agreement Agreement, or any instrument delivered pursuant to this Agreement, shall terminate at the Effective Time, and only except that the covenants that by their terms survive the Effective Time and this Article VIII shall survive the Effective Time.
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Visual Sciences, Inc.), Agreement and Plan of Reorganization (Omniture, Inc.), Agreement and Plan of Reorganization (Visual Sciences, Inc.)
Non-Survival of Representations and Warranties. The representations representations, warranties and warranties pre-closing covenants of the Company, Parent and Merger Sub contained in this Agreement or in any certificate or instrument delivered pursuant hereto shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Komag Inc /De/), Agreement and Plan of Reorganization (Komag Inc /De/), Agreement and Plan of Reorganization (HMT Technology Corp)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub contained in this Agreement and the other agreements, certificates and documents contemplated hereby shall terminate at and be of no further force or effect at, and as of, the Effective Time, and only the covenants and agreements of the Company in this Agreement and the other agreements, certificates and documents contemplated hereby that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Oplink Communications Inc), Agreement and Plan of Merger (3com Corp), Agreement and Plan of Merger (Tippingpoint Technologies Inc)
Non-Survival of Representations and Warranties. The representations and warranties of Company, Parent and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms expressly survive the Effective Time shall survive the Effective Time.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Vitalstream Holdings Inc), Agreement and Plan of Merger (Sciquest Inc), Agreement and Plan of Merger (Vitalstream Holdings Inc)
Non-Survival of Representations and Warranties. The representations ---------------------------------------------- and warranties of Company, Parent and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Verisign Inc/Ca), Agreement and Plan of Merger (Imall Inc), Agreement and Plan of Merger (Verisign Inc/Ca)
Non-Survival of Representations and Warranties. The representations and warranties of Company, Parent and Merger Sub Subs contained in this Agreement Agreement, or any instrument delivered pursuant to this Agreement, shall terminate at the Effective TimeTime of the First Merger, and only the covenants that by their terms survive the Effective Time of the First Merger and this Article VIII shall survive the Effective TimeTime of the First Merger.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Divx Inc), Agreement and Plan of Merger (Sonic Solutions/Ca/), Agreement and Plan of Merger (Divx Inc)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub contained in this Agreement Agreement, or any instrument delivered pursuant to this Agreement, shall terminate at the Effective Time, and only the covenants or agreements that by their terms survive the Effective Time and this Article VIII shall survive the Effective Time.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Water Pik Technologies Inc), Agreement and Plan of Merger (Probusiness Services Inc), Agreement and Plan of Merger (Automatic Data Processing Inc)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent Parent, and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Ydi Wireless Inc), Agreement and Plan of Merger (Telaxis Communications Corp), Agreement and Plan of Merger (Ydi Wireless Inc)
Non-Survival of Representations and Warranties. The ---------------------------------------------- representations and warranties of Company, Parent and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants and agreements that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Kana Communications Inc), Voting Agreement (Broadbase Software Inc)
Non-Survival of Representations and Warranties. The representations and warranties of CompanyVsource, Parent TEAM and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 2 contracts
Samples: Merger Agreement (Vsource Inc), Merger Agreement (Team America Inc)
Non-Survival of Representations and Warranties. The representations ----------------------------------------------- and warranties of Company, Parent and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time. The obligations of Parent and Company pursuant to Sections 5.4(a), 7.3 and 7.4, and this Article VIII, shall survive the termination of this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Egghead Com Inc), Agreement and Plan of Merger (Onsale Inc)
Non-Survival of Representations and Warranties. The ---------------------------------------------- representations and warranties of Company, Parent and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cytyc Corp), Agreement and Plan of Merger (Ondisplay Inc)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub Purchaser contained in this Agreement Agreement, or any instrument delivered pursuant to this Agreement, shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time and this ARTICLE X shall survive the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Gsi Group Inc), Agreement and Plan of Merger (Excel Technology Inc)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent Parent, Merger Sub 1, Merger Sub 2, and Merger Sub 3 contained in this Agreement shall will terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall will survive the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Crystal Decisions Inc), Agreement and Plan of Merger (Business Objects Sa)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, the Parent and the Merger Sub contained in this Agreement Agreement, or any instrument delivered pursuant to this Agreement, shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time and this Article IX shall survive the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (American Management Systems Inc), Agreement and Plan of Merger (Cgi Group Inc)
Non-Survival of Representations and Warranties. The representations ---------------------------------------------- and warranties of Company, the Company and Parent and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Palm Inc), Agreement and Plan of Reorganization (Extended Systems Inc)
Non-Survival of Representations and Warranties. The representations and warranties of Company, Parent and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.. 8.2
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Red Brick Systems Inc), Agreement and Plan of Reorganization (Informix Corp)
Non-Survival of Representations and Warranties. The representations and warranties of Company, Parent and Merger Sub contained in this Agreement and in any document delivered pursuant to this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time and this Article VIII shall survive the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Computer Sciences Corp), Agreement and Plan of Merger (Covansys Corp)
Non-Survival of Representations and Warranties. The representations representations, warranties, covenants and warranties agreements of the Company, Parent Parent, Merger Sub and Merger Sub LLC contained in this Agreement shall terminate at the Effective Time, and only the covenants and agreements that by their express terms survive the Effective Time shall survive the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Inverness Medical Innovations Inc), Agreement and Plan of Merger (Matria Healthcare Inc)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub contained in this Agreement Agreement, or any instrument delivered pursuant to this Agreement, shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time and the provisions of this Article VIII shall survive the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Flextronics International Ltd.), Agreement and Plan of Merger (Solectron Corp)
Non-Survival of Representations and Warranties. The representations and warranties of Company, Parent and Merger Sub contained in this Agreement or in any certificate or instrument delivered pursuant to Article VI or Annex I hereto shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Sybase Inc), Agreement and Plan of Reorganization (New Era of Networks Inc)
Non-Survival of Representations and Warranties. The representations and warranties of Company, Parent and Merger Sub and Parent contained in this Agreement or any certificate or instrument delivered pursuant to this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time and this Section 11.1 shall survive the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Flex Pharma, Inc.), Agreement and Plan of Merger
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub contained in this Agreement Agreement, or any instrument delivered pursuant to this Agreement, shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time and the provisions of this Article IX shall survive the Effective Time.. [Signature Page Follows]
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Bio Logic Systems Corp), Agreement and Plan of Merger (Natus Medical Inc)
Non-Survival of Representations and Warranties. The representations representations, warranties and warranties covenants of the Company, Parent and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Synopsys Inc), Agreement and Plan of Merger (Insilicon Corp)
Non-Survival of Representations and Warranties. The representations and warranties of Company, Parent and Merger Amalgamation Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 2 contracts
Samples: Acquisition Agreement (Peregrine Systems Inc), Voting Agreement (Peregrine Systems Inc)
Non-Survival of Representations and Warranties. The representations and warranties of Company, the Company and Parent and Merger Sub contained in this Agreement or any certificate or instrument delivered pursuant to this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time and this Article 8 shall survive the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Emmaus Life Sciences, Inc.), Agreement and Plan of Merger and Reorganization (MYnd Analytics, Inc.)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub Purchaser contained in this Agreement and all rights to any causes of action relating thereto shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Openwave Systems Inc), Agreement and Plan of Merger (Signalsoft Corp)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub contained in this Agreement Agreement, or any instrument delivered pursuant to this Agreement, shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time and this Article X shall survive the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Castelle \Ca\), Agreement and Plan of Merger (Captaris Inc)
Non-Survival of Representations and Warranties. The ---------------------------------------------- representations and warranties of the Company, the Parent and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Energynorth Inc)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive or call for action to be taken after the Effective Time shall survive the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Sun Microsystems Inc)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub contained in this Agreement and all rights to any causes of action relating thereto shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 1 contract
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub contained in this Agreement or any certificate or instrument delivered pursuant to this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time and this ARTICLE X shall survive the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Kidpik Corp.)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent Parent, Merger Sub and Merger Sub Two contained in this Agreement shall will terminate at and be of no further force and effect as of the Effective Time, and only the covenants that by their terms survive contemplate performance after the Effective Time shall will survive the Effective Time.”
Appears in 1 contract
Samples: Transaction Agreement (Dover Downs Gaming & Entertainment Inc)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub contained in this Agreement or any certificate or instrument delivered pursuant to this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time and this Section 10 and Exhibit A shall survive the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (NTN Buzztime Inc)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Proteon Merger Sub contained in this Agreement or any certificate or instrument delivered pursuant to this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time and this Section 10 shall survive the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Proteon Therapeutics Inc)
Non-Survival of Representations and Warranties. The representations and warranties of Company, Parent and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time. The obligations of Parent and Company pursuant to Sections 5.4(a), 7.3 and 7.4, and this Article VIII, shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Flextronics International LTD)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub Purchaser contained in this Agreement Agreement, or any instrument delivered pursuant to this Agreement, shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time and this Article IX shall survive the Effective Time.
Appears in 1 contract
Non-Survival of Representations and Warranties. The representations and warranties and covenants of the Company, Parent and Merger Sub contained in this Agreement or any certificate or instrument delivered pursuant to this Agreement shall terminate at the Effective Time, and only ; provided that the covenants that by their terms survive the Effective Time and this Section 10 shall survive the Effective Time.. 10.2
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Skye Bioscience, Inc.)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent Parent, BV Sub and Merger Sub contained in this Agreement Agreement, or any instrument delivered pursuant to this Agreement, shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time and this Article IX shall survive the Effective Time.
Appears in 1 contract
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub contained in this Agreement or any certificate or instrument delivered pursuant to this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time and this Article VIII shall survive the Effective Time.. * * * * *
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Ventrus Biosciences Inc)
Non-Survival of Representations and Warranties. The representations and warranties of Company, Parent and Merger Sub Spinco contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 1 contract
Non-Survival of Representations and Warranties. The representations and warranties of Company, Parent and Merger Sub Subs contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.. 8.2
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Truevision Inc)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub Subs contained in this Agreement or any certificate or instrument delivered pursuant to this Agreement shall terminate at the First Effective Time, and only the covenants that by their terms survive the First Effective Time and this Article X shall survive the First Effective Time.
Appears in 1 contract
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub contained in this Agreement or any certificate or instrument delivered pursuant to this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time and this Section 11 shall survive the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Neoleukin Therapeutics, Inc.)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and the Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive consummation of the Effective TimeMerger.
Appears in 1 contract
Non-Survival of Representations and Warranties. The representations ---------------------------------------------- and warranties of Company, Parent and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time (such as those set forth in Section 5.10) shall survive the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (McAfee Associates Inc)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, the Parent and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Eastern Enterprises)
Non-Survival of Representations and Warranties. The representations ---------------------------------------------- and warranties of Company, Parent Parent, Spinco and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Quantum Corp /De/)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub Subs contained in this Agreement or any certificate or instrument delivered pursuant to this Agreement shall terminate at the First Effective Time, and only the covenants that by their terms survive the First Effective Time and this Section 11 shall survive the First Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Pulmatrix, Inc.)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub contained in this Agreement Agreement, or any instrument delivered pursuant to this Agreement, shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time Time, as well as this Article IX, shall survive the Effective Time.
Appears in 1 contract
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub contained in this Agreement or any certificate or instrument delivered pursuant to this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Neothetics, Inc.)
Non-Survival of Representations and Warranties. The representations representations, ---------------------------------------------- warranties and warranties covenants of Company, Parent and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Agilent Technologies Inc)
Non-Survival of Representations and Warranties. The representations representations, warranties and warranties covenants of Company, Parent and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Objective Systems Integrators Inc)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub Subsidiary contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their express terms survive the Effective Time shall survive the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Novelos Therapeutics, Inc.)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub Subs contained in this Agreement or any certificate or instrument delivered pursuant to this Agreement shall terminate at the First Effective Time, and only the covenants that by their terms survive the First Effective Time and this Section 11 shall survive the First Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (ARCA Biopharma, Inc.)
Non-Survival of Representations and Warranties. The representations and warranties of Company, Parent and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time (such as those set forth in Section 5.10) shall survive the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Network General Corporation)
Non-Survival of Representations and Warranties. The representations ---------------------------------------------- and warranties of the Company, Parent and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive or call for action to be taken after the Effective Time shall survive the Effective Time.
Appears in 1 contract
Non-Survival of Representations and Warranties. The representations and warranties of Company, the Company and Parent and Merger Sub contained in this Agreement Agreement, or any instrument delivered pursuant to this Agreement, shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time and this Article VIII shall survive the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Scientific Technologies Inc)
Non-Survival of Representations and Warranties. The representations and ---------------------------------------------- warranties of Company, Parent and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 1 contract
Non-Survival of Representations and Warranties. The representations and warranties of Company, Parent Parent, Spinco and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 1 contract
Non-Survival of Representations and Warranties. The representations and warranties of Company, Parent and Merger Sub contained in this Agreement Agreement, or any instrument delivered pursuant to this Agreement, shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time and this Article VIII shall survive the Effective Time.
Appears in 1 contract
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub contained in this Agreement or any certificate or instrument delivered pursuant to this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time and this Article X shall survive the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Eliem Therapeutics, Inc.)
Non-Survival of Representations and Warranties. The representations and warranties of the Company, Parent and Merger Sub Subs contained in this Agreement or any certificate or instrument delivered pursuant to this Agreement shall terminate at the First Effective Time, and only the covenants that by their terms survive the First Effective Time and this Article VIII shall survive the First Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Selecta Biosciences Inc)
Non-Survival of Representations and Warranties. The representations and warranties of Companythe Seller, Parent the Buyer and Merger Sub contained in this Agreement shall terminate at the Effective Time, and only the covenants that by their terms survive the Effective Time shall survive the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Colonial Gas Co)
