Common use of Non-Survival of Representations, Warranties and Agreements Clause in Contracts

Non-Survival of Representations, Warranties and Agreements. The representations and warranties in this Agreement and in any certificate delivered pursuant hereto shall terminate at the Effective Time. This Section 9.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.

Appears in 21 contracts

Samples: Agreement and Plan of Merger (Transmontaigne Inc), Agreement and Plan of Merger (Correctional Services Corp), Agreement and Plan of Merger (Sequa Corp /De/)

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Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the Effective Time. This ; provided, however, that this Section 9.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.

Appears in 15 contracts

Samples: Agreement and Plan of Merger (Silk Road Medical Inc), Agreement and Plan of Merger (Nordson Corp), Agreement and Plan of Merger (Atrion Corp)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the earlier of the Effective Time. This Time and termination of this Agreement pursuant to Article VIII, except that this Section 9.01 shall not limit any covenant or agreement of the parties which hereto that by its terms contemplates performance after the Effective TimeTime or termination of this Agreement, including the agreements set forth in Article I and Article II, Section 6.06 and this Article IX.

Appears in 9 contracts

Samples: Plan of Merger (Ctrip Investment Holding Ltd.), Agreement and Plan of Merger (Zhang Ray Ruiping), Plan of Merger (Ocean Imagination L.P.)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the Effective Time. This , except that the agreements set forth in Articles I and II, Section 9.01 6.05, Section 6.10 and this Article IX shall not limit any covenant or agreement of the parties which by its terms contemplates performance after survive the Effective Time.

Appears in 7 contracts

Samples: Agreement and Plan of Merger (Alibaba Group Holding LTD), Agreement and Plan of Merger (Chuanwei Zhang), Agreement and Plan of Merger (China Ming Yang Wind Power Group LTD)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the Effective Time. This ; provided, however, that this Section 9.01 10.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Emanuel Ariel), Agreement and Plan of Merger (Endeavor Group Holdings, Inc.), Agreement and Plan of Merger (Qualtrics International Inc.)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto by any person shall terminate at the Effective Time. This Time or upon the termination of this Agreement pursuant to Section 8.01, as the case may be, except that this Section 9.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective TimeTime or after termination of this Agreement.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (CBS Corp), Agreement and Plan of Merger (Viacom Inc), Agreement and Plan of Merger (CBS Corp)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the earlier of the Effective Time. This Time and termination of this Agreement pursuant to Article VIII, except that this Section 9.01 shall not limit any covenant or agreement of the parties hereto which by its terms contemplates performance after the Effective TimeTime or termination of this Agreement, including the agreements set forth in Article I and Article II, Section 6.06, Article VIII and this Article IX.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Tang Liang), Agreement and Plan of Merger (Ossen Innovation Co. Ltd.), Agreement and Plan of Merger (Yao Jinbo)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties, covenants and warranties agreements in this Agreement and in any certificate delivered pursuant hereto by any Person shall terminate at the Effective Time. This , except that this Section 9.01 9.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance in whole or in part after the Effective Time, including those contained in Article III, Section 6.6, Section 6.9 or Section 6.12(b).

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Multimedia Games Holding Company, Inc.), Agreement and Plan of Merger (Bally Technologies, Inc.), Agreement and Plan of Merger (Scientific Games Corp)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto by any person shall terminate at the Effective Time. This Time or upon the termination of this Agreement pursuant to Section 9.01 8.1, as the case may be, except that this Section 9.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective TimeTime or after termination of this Agreement, including, without limitation, those contained in Section 6.7 and Section 6.10.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Teva Pharmaceutical Industries LTD), Agreement and Plan of Merger (Bentley Pharmaceuticals Inc), Agreement and Plan of Merger (Teva Pharmaceutical Industries LTD)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the Effective Time. This Time or upon the termination of this Agreement pursuant to Section 9.01 9.01, as the case may be, except that this Section 10.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective TimeTime or after termination of this Agreement.

Appears in 3 contracts

Samples: Merger Agreement (Ford Motor Co), Merger Agreement (Ford Motor Co), Agreement and Plan of Merger (Hertz Corp)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties, covenants and warranties agreements in this Agreement and in any certificate delivered pursuant hereto by any Person shall terminate at the Effective Time. This , except that this Section 9.01 9.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance in whole or in part after the Effective Time.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (WPX Energy, Inc.), Agreement and Plan of Merger (SHFL Entertainment Inc.), Agreement and Plan of Merger (Bally Technologies, Inc.)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the Effective Time. This ; provided that this Section 9.01 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: Agreement and Plan of Merger (Zoetis Inc.), Agreement and Plan of Merger (Abaxis Inc), Agreement and Plan of Merger (Cepheid)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the Effective Time. This Section 9.01 shall not limit any covenant , except for those covenants and agreements (a) set forth in Articles I and II, Sections 6.05 and 6.12, Article VIII, and this Article IX and (b) that by their terms are to be performed in whole or agreement of the parties which by its terms contemplates performance in part after the Effective Time.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Full Alliance International LTD), Agreement and Plan of Merger (Yongye International, Inc.), Agreement and Plan of Merger (Morgan Stanley)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the earlier of the Effective Time. This Time and termination of this Agreement pursuant to Article 8, except that this Section 9.01 shall not limit any covenant or agreement of the parties hereto which by its terms contemplates performance after the Effective TimeTime or termination of this Agreement.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Sogou Inc.), Agreement and Plan of Merger (Sohu.com LTD), Agreement and Plan of Merger (Sogou Inc.)

Non-Survival of Representations, Warranties and Agreements. The representations Except as set forth in ‎Section 8.2 the representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto by any Person shall terminate at the Effective Time. This Section 9.01 Time or upon the termination of this Agreement pursuant to Article VIII of this Agreement, as the case may be, except that this ‎Section 9.11 shall not limit any covenant or agreement of the parties Parties which by its terms contemplates performance after the Effective TimeTime or after termination of this Agreement, including those contained in ‎Section 6.11.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Tti Team Telecom International LTD), Agreement and Plan of Merger (Tti Team Telecom International LTD)

Non-Survival of Representations, Warranties and Agreements. The representations and warranties in this Agreement and in any certificate delivered pursuant hereto shall will terminate at the Effective Time. This Section 9.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after The covenants and agreements in this Agreement will survive the Effective TimeTime in accordance with their terms.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Orion Healthcorp Inc), Agreement and Plan of Merger (Surgicare Inc/De)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the Effective Time. This Time or, except as provided in Section 9.01 9.02, upon the termination of this Agreement pursuant to Section 9.01, as the case may be, except that the agreements set forth in Article II and Article III and Section 7.04(b), Section 7.06, Section 7.16, Section 7.17 and this Article X shall not limit any covenant or agreement of the parties which by its terms contemplates performance after survive the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Biosante Pharmaceuticals Inc), Agreement and Plan of Merger (Cell Genesys Inc)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the earlier of the Effective Time. This Time and termination of this Agreement pursuant to Article VIII, except that this Section 9.01 shall not limit any covenant or agreement of the parties hereto which by its terms contemplates performance after the Effective TimeTime or termination of this Agreement, including, without limitation, the agreements set forth in Articles I and II, Section 6.06 and this Article IX.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Kongzhong Corp), Agreement and Plan of Merger (7 Days Group Holdings LTD)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the Effective Time. This Time or upon the termination of this Agreement pursuant to Section 8.01, as the case may be, except that this Section 9.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective TimeTime or after termination of this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Viacom Inc), Agreement and Plan of Merger (Viacom Inc)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties, covenants and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the Effective Time. This Section 9.01 , except that the covenants and agreements set forth in Articles I and II, Sections 6.05 and 6.12, and this Article IX shall not limit any covenant or agreement of the parties which by its terms contemplates performance after survive the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (MEMSIC Inc), Agreement and Plan of Merger (Idg-Accel China Growth Fund Ii L P)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties, covenants and warranties agreements in this Agreement and in any certificate delivered pursuant hereto by any Person shall terminate at the First Effective Time. This , except that this Section 9.01 9.18 shall not limit any covenant or agreement of the parties Parties which by its terms contemplates performance in whole or in part after the First Effective Time, including those contained in Article I, Article II, this Article IX, Section 5.8, Section 8.1, Section 8.2 and Section 9.17.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (WCI Communities, Inc.), Agreement and Plan of Merger (Lennar Corp /New/)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the Effective Time. This Time or upon the termination of this Agreement pursuant to Section 9.01 11.01, as the case may be, except that the agreements that by their terms survive the Effective Time shall not limit any covenant or agreement of the parties which by its terms contemplates performance after survive the Effective Time.

Appears in 2 contracts

Samples: Transaction Agreement (Rubicon Medical Corp), Transaction Agreement (Rubicon Medical Corp)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the Effective Time. This Section 9.01 shall not limit any covenant , except for those covenants and agreements (a) set forth in this Article X or agreement of the parties which (b) that by its their terms contemplates performance are to be performed in whole or in part after the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Amalgamation, Agreement and Plan of Amalgamation (Global Sources LTD /Bermuda)

Non-Survival of Representations, Warranties and Agreements. The representations and warranties in this Agreement and in any certificate delivered pursuant hereto shall terminate at the Effective TimeTime or upon the termination of this Agreement pursuant to Section 8.1, as the case may be. This Section 9.01 9.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Recapitalization (Blount International Inc), Agreement and Plan of Merger and Recapitalization (Blount Winton M)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the Effective Time. This Time or the termination of this Agreement pursuant to Section 8.01 hereof, as the case may be, except that the agreements set forth in Section 8.02 and Section 9.02 hereof shall survive termination and this Section 9.01 shall not limit any covenant or agreement of the parties hereto which by its terms contemplates performance after the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Cox Enterprises Inc Et Al), Agreement and Plan of Merger (Cox Communications Inc /De/)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the earlier of the Effective Time. This Time and termination of this Agreement pursuant to Article VIII, except that this Section 9.01 shall not limit any covenant or agreement of the parties hereto which by its terms contemplates performance after the Effective TimeTime or termination of this Agreement, including the agreements set forth in Article I and Article II, Section 6.05, Section 6.11, Article VIII and this Article IX.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Yan Rick), Agreement and Plan of Merger (51job, Inc.)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties, covenants and warranties agreements in this Agreement and in any certificate delivered pursuant hereto by any party hereto shall terminate at the Effective Time. This Time or, except as provided in Section 9.01 8.2, upon the termination of this Agreement pursuant to Section 8.1, as the case may be, except that this Section 9.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective TimeTime or after termination of this Agreement, including those contained in Section 6.7 and Section 6.10.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Mips Technologies Inc), Agreement and Plan of Merger (Gymboree Corp)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any schedule or certificate delivered pursuant hereto shall terminate at the Effective Time. This earlier of the Third Closing and termination of this Agreement pursuant to Section 9.01 7.01, except that this Section 8.01 shall not limit any covenant or agreement of the parties which hereto that by its terms contemplates performance after the Effective TimeThird Closing or termination of this Agreement, including the agreements set forth in Article VII and this Article VIII.

Appears in 2 contracts

Samples: Share Purchase Agreement (Ma Kevin Xiaofeng), Share Purchase Agreement (ATA Inc.)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the Effective Time. This Time or upon the termination of this Agreement pursuant to Section 9.01 8.1 hereof, as the case may be; provided, that, nothing contained herein shall not limit any covenant or agreement of the parties Parties which by its terms contemplates performance after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Lifeminders Inc)

Non-Survival of Representations, Warranties and Agreements. The representations and warranties in this Agreement and in any certificate delivered pursuant hereto shall will terminate at the Effective Time. This Section 9.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance The covenants and agreements in this Agreement to be performed after the Effective TimeTime will survive the Effective Time in accordance with their terms.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Thousand Trails Inc /De/)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the earlier of the Effective Time. This Section Time and termination of this Agreement pursuant to ‎Article 8, except that this ‎Section 9.01 shall not limit any covenant or agreement of the parties hereto which by its terms contemplates performance after the Effective TimeTime or termination of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tencent Holdings LTD)

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Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties, covenants and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the earlier of the Effective Time. This Time and termination of this Agreement pursuant to ARTICLE VIII, except that this Section 9.01 shall not limit any covenant or agreement of the parties which hereto that by its terms contemplates performance after the Effective TimeTime or termination of this Agreement, including the agreements set forth in ARTICLE I and ARTICLE II, Section 6.05, Section 6.12 and this ARTICLE IX.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nord Anglia Education, Inc.)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties, covenants and warranties agreements in this Agreement and in any certificate delivered pursuant hereto by any Person shall terminate at the Effective Time. This , except that this Section 9.01 9.1 shall not limit Section 8.2 or any covenant or agreement of the parties Parties which by its terms contemplates performance in whole or in part after the Effective Time, including those contained in Article III, Section 6.7 or Section 6.11.

Appears in 1 contract

Samples: Agreement and Plan of Merger (SciPlay Corp)

Non-Survival of Representations, Warranties and Agreements. The representations and warranties in this Agreement and in any certificate delivered pursuant hereto shall terminate at the Effective Time. This Section 9.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Gevity Hr Inc)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties, agreements and warranties covenants to be performed prior to or at the Effective Time in this Agreement and in any certificate delivered Ancillary Agreement pursuant hereto shall terminate at the Effective Time. This , except that this Section 9.01 10.01 shall not limit any covenant or agreement of the parties which that by its terms contemplates requires performance after the Effective TimeClosing.

Appears in 1 contract

Samples: Business Combination Agreement (PENSARE ACQUISITION Corp)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the earlier of the Effective Time. This Time and termination of this Agreement pursuant to Article VIII, except that this Section 9.01 shall not limit any covenant or agreement of the parties hereto which by its terms contemplates performance after the Effective TimeTime or termination of this Agreement, including the agreements set forth in Article I and Article II, Section 6.05 and this Article IX.

Appears in 1 contract

Samples: Agreement and Plan of Merger (WuXi PharmaTech (Cayman) Inc.)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the earlier of the Effective Time. This Time and termination of this Agreement pursuant to Article VIII, except that this Section 9.01 shall not limit any covenant or agreement of the parties hereto which by its terms contemplates performance after the Effective TimeTime or termination of this Agreement, including the agreements set forth in Article I and Article II, Section 6.06 and this Article IX.

Appears in 1 contract

Samples: Agreement and Plan of Merger (China Mobile Games & Entertainment Group LTD)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the earlier of the Effective Time. This Time and termination of this Agreement pursuant to Article VIII, except that this Section 9.01 shall not limit any covenant or agreement of the parties hereto which by its terms contemplates performance after the Effective TimeTime or termination of this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Avolon Holdings LTD)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto by any person shall not terminate at the Effective Time. This Closing Date or upon the termination of this Agreement pursuant to Section 9.01 shall not limit any covenant or agreement of 8.01, as the parties which by its terms contemplates performance after the Effective Timecase may be.

Appears in 1 contract

Samples: Asset Purchase Agreement (Medical Technology Systems Inc /De/)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties, covenants and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the Effective Time. This ; provided, however, that this Section 9.01 10.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Dunkin' Brands Group, Inc.)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the Effective Time. This ; provided, however, that this Section 9.01 shall not limit any covenant or agreement of the parties Parties which by its terms contemplates performance after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Arctic Cat Inc)

Non-Survival of Representations, Warranties and Agreements. The representations and warranties in this Agreement and in any certificate delivered pursuant hereto shall terminate at the Effective TimeTime or upon termination of this Agreement pursuant to Article VIII hereof. This Section 9.01 The covenants and agreements in this Agreement shall not limit any covenant or agreement of the parties which by its terms contemplates performance after survive the Effective TimeTime in accordance with their terms.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nobel Learning Communities Inc)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto by any Person shall terminate at the Effective Time. This Time or upon the termination of this Agreement pursuant to Section 9.01 8.1, as the case may be, except that this Section 9.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective TimeTime or after termination of this Agreement, including, without limitation, those contained in Section 6.7.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Smart & Final Inc/De)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto by any person shall terminate at the Effective Time. This Time or upon the termination of this Agreement pursuant to Section 8.01, as the case may be, except that this Section 9.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective TimeTime or after termination of this Agreement, including, without limitation, those contained in Section 6.08, Section 6.11, Section 8.02, Section 8.05 and this Article IX.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Clear Channel Communications Inc)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties, covenants and warranties agreements in this Agreement Agreement, and in any certificate delivered pursuant hereto hereto, shall terminate at not survive the Effective Time. This ; provided that, this Section 9.01 9.02 shall not limit any covenant or agreement of the parties which that, by its terms terms, contemplates performance after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (PHC Inc /Ma/)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the earlier of the Effective Time. This Time and termination of this Agreement pursuant to Article VIII, except that this Section 9.01 shall not limit any covenant or agreement of the parties which hereto that by its terms contemplates performance after the Effective TimeTime or termination of this Agreement, including the agreements set forth in Article I and Article II, Section 6.05 and this Article IX.

Appears in 1 contract

Samples: Amalgamation Agreement (Sinovac Biotech LTD)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto by any person shall terminate at the Effective Time. This Time or upon the termination of this Agreement pursuant to Section 9.01 8.1, as the case may be, except that this Section 9.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective TimeTime or after termination of this Agreement, including, without limitation, those contained in Section 6.8 and Section 6.11.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Univision Communications Inc)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties, covenants and warranties agreements in this Agreement and in any certificate delivered pursuant hereto by any Person shall terminate at the Effective Time. This , except that this Section 9.01 9.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance in whole or in part after the Effective Time, including those contained in Article III, Section 6.6, and Section 6.9.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Power One Inc)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered pursuant hereto and by any Person shall terminate at the Effective Time. This Closing or upon the termination of this Agreement pursuant to Section 9.01 9.1, as the case may be, except that this Section 10.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective TimeClosing or after termination of this Agreement, including those contained in Section 8.8.

Appears in 1 contract

Samples: Trust Agreement (Student Loan Corp)

Non-Survival of Representations, Warranties and Agreements. The representations and warranties in this Agreement and in any certificate delivered pursuant hereto shall automatically terminate at the Effective Time. This Section 9.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Education Management Corporation)

Non-Survival of Representations, Warranties and Agreements. The representations representations, warranties and warranties agreements in this Agreement and in any certificate delivered by the parties pursuant hereto shall terminate at the Effective Time. This ; provided, however, that this Section 9.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Bright Horizons Family Solutions Inc)

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