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

Non-Survival of Representations, Warranties, Covenants and Agreements. Except for Sections 7.6 and 7.9 and any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time, none of the representations, warranties, covenants and agreements contained in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time, and thereafter there shall be no liability on the part of either Parent, MergerCo or the Company or any of their respective officers, directors or stockholders in respect thereof. Except as expressly set forth in this Agreement, there are no representations or warranties of any party hereto, express or implied.

Appears in 2 contracts

Samples: Merger Agreement (Rc2 Corp), Merger Agreement (First Years Inc)

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Non-Survival of Representations, Warranties, Covenants and Agreements. Except for Sections 7.6 Article II and 7.9 Article III, Section 6.6 and any other covenant or agreement of the parties Parties which by its terms contemplates performance after the Effective Time, Time (a) none of the representations, warranties, covenants and agreements contained in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time, Time and (b) thereafter there shall be no liability on the part of either Parent, MergerCo or the Company any Party or any of their respective officers, directors or stockholders in respect thereof. Except as expressly set forth in this Agreement, there are no representations or warranties of any party heretoParty, express or implied.

Appears in 2 contracts

Samples: Merger Agreement (Monmouth Real Estate Investment Corp), Merger Agreement (Monmouth Capital Corp)

Non-Survival of Representations, Warranties, Covenants and Agreements. Except for Sections 7.6 Articles I and 7.9 II, Section 6.6 and any other covenant or agreement of the parties which by its terms contemplates performance after the Effective Time, Time (a) none of the representations, warranties, covenants and agreements contained in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time, Time and (b) thereafter there shall be no liability on the part of either Parentany of the Company, MergerCo or the Company Eagles or any of their respective officers, directors or stockholders in respect thereof. Except as expressly set forth in this Agreement, there are no representations or warranties of any party hereto, express or implied.

Appears in 2 contracts

Samples: Merger Agreement (Sunset Financial Resources Inc), Agreement and Plan of Merger (Sunset Financial Resources Inc)

Non-Survival of Representations, Warranties, Covenants and Agreements. Except for Articles I and II, Sections 7.6 6.5, 6.8, and 7.9 and any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time9.6(b), (a) none of the representations, warranties, covenants and agreements contained in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time, Closing Date and (b) thereafter there shall be no liability on the part of either any of Parent, MergerCo Merger Sub or the Company or any of their respective officers, trustees, directors or stockholders in respect thereof. Except as expressly set forth in this Agreement, there are no representations or warranties of any party hereto, express or implied.

Appears in 1 contract

Samples: Merger Agreement (Government Properties Trust Inc)

Non-Survival of Representations, Warranties, Covenants and Agreements. Except for Sections 7.6 7.2, 7.4 and 7.9 7.8, and any covenant or agreement of the parties which by its terms contemplates performance after the Effective TimeArticle X, none of the representations, warranties, covenants and agreements contained in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time, and thereafter there shall be no liability on the part of either Parent, MergerCo Acquisition Sub or the Company or any of their respective officers, directors or stockholders in respect thereof. Except as expressly set forth in this Agreement, there are no representations or warranties of any party hereto, express or implied.

Appears in 1 contract

Samples: Merger Agreement (Safety 1st Inc)

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Non-Survival of Representations, Warranties, Covenants and Agreements. Except for Sections 7.6 7.4, 7.6, 7.7 (except as provided therein), 10.7 and 7.9 and any covenant or agreement of the parties which by its terms contemplates performance after the Effective Timethis Section 10.3, none of the representations, warranties, covenants and agreements contained in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time, and thereafter there shall be no liability on the part of either Parent, MergerCo or the Company or any of their respective officers, directors or stockholders in respect thereof. Except as expressly set forth in this Agreement, there are no representations or warranties of any party hereto, express or implied.

Appears in 1 contract

Samples: Merger Agreement (Physicians Specialty Corp)

Non-Survival of Representations, Warranties, Covenants and Agreements. Except for Sections 7.6 7.3, 7.7 and 7.9 7.8 and any covenant or agreement of the parties which that by its terms contemplates performance after the Effective Time, none of the representations, warranties, covenants and agreements contained in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time, and thereafter there shall be no liability on the part of either Parent, MergerCo or the Company or any of their respective officers, directors or stockholders in respect thereof. Except as expressly set forth in this Agreement, there are no representations or warranties of any party hereto, express or implied.

Appears in 1 contract

Samples: Merger Agreement (United Industries Corp)

Non-Survival of Representations, Warranties, Covenants and Agreements. Except for Sections 7.6 6.3, 7.1 and 7.9 7.4 and any covenant or agreement of the parties which that by its terms contemplates performance after the Effective TimeClosing Date, none of the representations, warranties, covenants and agreements contained in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective TimeClosing Date, and thereafter there shall be no liability on the part of either any of Parent, MergerCo or the Company or any of their respective officers, directors or stockholders in respect thereof. Except as expressly set forth in this Agreement, there are no representations or warranties of any party hereto, express or implied.

Appears in 1 contract

Samples: Merger Agreement (Capital Growth Systems Inc /Fl/)

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