Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.01, as the case may be, except that the agreements set forth in Articles II and this Article IX shall survive the Effective Time indefinitely.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Aqua Alliance Inc), Agreement and Plan (Aqua Alliance Inc), Agreement and Plan (Vivendi)
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.01, as the case may be, except that (a) those covenants and agreements that by their terms apply or are to be performed in whole or in part after the agreements set forth in Articles II Effective Time and this Article IX shall survive the Effective Time indefinitely.the
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Medical Manager Corp/New/), Agreement and Plan of Merger (Healtheon Webmd Corp), Agreement and Plan of Merger (Careinsite Inc)
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.018.1, as the case may be, except that the agreements set forth in Articles II Article II, Section 6.8 and this Article IX Section 6.10 shall survive the Effective Time indefinitely and those set forth in Sections 6.5(b), 6.5(c), 8.2(b) and 9.3 shall survive termination indefinitely.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Mecklermedia Corp), Agreement and Plan of Merger (Penton Media Inc), Agreement and Plan of Merger (Penton Media Inc)
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.018.1, as the case may be, except as provided in Section 8.2(a) and except that the agreements set forth in Articles Article II and this Article IX Sections 6.5, 6.6 and 8.2(b), 8.2(c) and 8.2(d) shall survive the Effective Time indefinitely.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Workflow Management Inc), Agreement and Plan of Merger (Workflow Management Inc)
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.019.01, as the case may be, except that the agreements set forth in Articles II III and this Article IX X and Section 7.04 shall survive the Effective Time and those set forth in Sections 7.02(c), 7.06, 7.07, 7.10, 9.02 and 9.03 and Article X shall survive termination indefinitely.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Everlast Worldwide Inc), Agreement and Plan of Merger (Horowitz Seth)
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.018.1, as the case may be, except as provided in Section 8.2 and except that the agreements set forth in Articles Article II and this Article IX Sections 6.8 and 9.3 shall survive the Effective Time indefinitely and those set forth in Article VIII and Section 9.3 shall survive termination indefinitely.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hilltopper Holding Corp), Agreement and Plan of Merger (Warburg Pincus Equity Partners Lp)
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.01, as the case may be, except that the agreements set forth in Articles II and this Article IX and Sections 6.06(a) and 6.08 shall survive the Effective Time indefinitely and those set forth in Sections 6.04(b), 8.03 and 9.01 shall survive termination indefinitely.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Spine Tech Inc), Agreement and Plan of Merger (Spine Tech Inc)
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.017.1, as the case may be, except that the agreements set forth in Articles II Article I and this Article IX Sections 5.5 and 5.6 shall survive the Effective Time indefinitelyand those set forth in Section 5.3(b) and Section 7.3 shall survive termination of this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (About Com Inc), Agreement and Plan of Merger (About Com Inc)
Non-Survival of Representations, Warranties and Agreements. The representationsrepresentation, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.01, as the case may beARTICLE VIII, except that the agreements set forth in Articles II ARTICLE I, SECTION 6.4 (including ANNEX B), SECTION 6.8 and this Article IX SECTION 8.3, shall survive the Effective Time and those set forth in SECTIONS 4.4(b), 4.8, 5.3(b) and ARTICLE IX hereof shall survive termination indefinitely.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Firstplus Financial Group Inc), Agreement and Plan of Merger (Life Financial Corp)
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement and in any certificate delivered pursuant hereto shall terminate at the earlier of the Effective Time or upon the and termination of this Agreement pursuant to Section 8.01, as the case may beArticle VIII, except that the agreements set forth in Articles II ARTICLE I, ARTICLE II, Section 6.05 and this Article ARTICLE IX shall survive the Effective Time indefinitelyTime.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Wang Benson Haibing), Agreement and Plan of Merger (Taomee Holdings LTD)
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement and any certificate delivered pursuant hereto by any person shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.01, as the case may be, except that the agreements set forth in Articles I and II and Section 6.06 shall survive the Effective Time indefinitely, and those set forth in Sections 6.09, 8.02, 8.03, 8.04, 8.05 and this Article IX shall survive the Effective Time termination indefinitely.. 9.02
Appears in 1 contract
Samples: Agreement and Plan of Merger (Evans & Sutherland Computer Corp)
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.01, as the case may be, except that the agreements set forth in Articles I and II and this Article IX Sections 6.08, 6.09 and 6.16 shall survive the Effective Time indefinitely and those set forth in Section 6.02(c) and in Sections 6.02(e), Article VIII and Article IX hereof shall survive termination indefinitely.
Appears in 1 contract
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.018.1, as the case may be, except as provided in Section 8.2 and except that the agreements set forth in Articles Article II and this Article IX Section 6.8 shall survive the Effective Time indefinitely and those set forth in Article VIII and Article IX shall survive termination indefinitely.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Information Holdings Inc)
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.01SECTION 9.01, as the case may be, except that the agreements set forth in Articles II ARTICLES III and this Article IX X and SECTION 7.04 shall survive the Effective Time and those set forth in SECTIONS 7.02(c), 7.06, 7.07, 7.10, 9.02 and 9.03 and ARTICLE X shall survive termination indefinitely.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Hidary Group Acquisitions, LLC)
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.018.1, as the case may be, except that the agreements set forth in Article 1, Section 6.6 and Articles II 8 and this Article IX 9 shall survive the Effective Time indefinitely.and those set forth in Section 6.3,
Appears in 1 contract
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.01, as the case may beArticle VIII, except that the agreements set forth in Articles II and this Article IX I shall survive the Effective Time indefinitely and those set forth in Sections 4.03(b), 4.05, 5.02(b), 8.02 and Article IX hereof shall survive termination indefinitely.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Merchants & Manufacturers Bancorporation Inc)
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.01, as the case may beTime, except that the agreements set forth in Articles II Article I and this Article IX Section 5.7 shall survive the Effective Time indefinitely and those set forth in Sections 5.4(b), 5.6, 7.2 and 8.3 shall survive termination indefinitely.
Appears in 1 contract
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.01, as the case may beTime, except that the agreements set forth in Articles II and this Article IX 3 shall survive the Effective Time indefinitely and those set forth in Sections 7.4, 9.1, 9.2 and Article 10 shall survive termination indefinitely.
Appears in 1 contract
Samples: Execution Copy Agreement and Plan of Merger (Greatbatch, Inc.)
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.01SECTION 6.01, as the case may be, except that the agreements set forth in Articles II ARTICLE I and this Article IX SECTION 4.08 shall survive the Effective Time indefinitely and those set forth in SECTION 6.02 and SECTION 6.03 shall survive termination indefinitely.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Perkins Finance Corp)
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.01, as the case may be, except that the agreements set forth in Articles II and this Article IX and Sections 6.06 and 6.08 shall survive the Effective Time indefinitely and those set forth in Sections 6.04 and 8.03 shall survive termination indefinitely.
Appears in 1 contract
Non-Survival of Representations, Warranties and Agreements. The representations, representations and warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.017.1, as the case may be. The covenants and agreements contained in this Agreement shall survive the Effective Time or termination of this Agreement, as the case may be, except that the agreements set forth and shall continue until they terminate in Articles II and this Article IX shall survive the Effective Time indefinitelyaccordance with their terms.
Appears in 1 contract
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.01, as the case may beArticle VIII, except that the agreements set forth in Articles II Article I and this Article IX Sections 5.8, 5.10, 5.11, 6.4, 6.5, and 6.6 shall survive the Effective Time and those set forth in Sections 4.4(b), 6.10, 8.2(b), 8.3 and Article IX hereof shall survive termination indefinitely.
Appears in 1 contract
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.01, as the case may be, except that the agreements set forth in Articles Article II and this Article IX and Section 6.06 shall survive the Effective Time indefinitely and those set forth in Sections 6.03(b), 6.11 and 8.03 and Article IX shall survive termination indefinitely.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Aquapenn Spring Water Company Inc)
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement or in any schedule, instrument or other document delivered pursuant to this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.018.1, as the case may be, except that the agreements set forth in Articles Article II and this Article IX Section 6.8 shall survive the Effective Time indefinitely and those set forth in Sections 6.4(b), 6.4(c), 8.2 and 9.3 shall survive termination indefinitely. SECTION 9.2.
Appears in 1 contract
Samples: Agreement and Plan of Merger Agreement and Plan of Merger (Kerr Acquistion Corp)
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.019.01, as the case may be, except that the agreements set forth in Articles II ArticlesII and this Article IX and Section6.04 shall survive the Effective Time indefinitely and those set forth in this Article IX shall survive the Effective Time termination indefinitely.
Appears in 1 contract
Non-Survival of Representations, Warranties and Agreements. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 8.01SECTION 6.01, as the case may be, except that the agreements set forth in Articles II and this Article IX shall survive the Effective Time indefinitely.12
Appears in 1 contract
