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

Non-Survival of Representations, Warranties, Covenants and Agreements. Except for Articles I and II, Section 6.6 and any other covenant or agreement of the parties which by its terms contemplates performance after the Effective 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 and (b) thereafter there shall be no liability on the part of any of the Company, MergerCo or 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: Agreement and Plan of Merger (Sunset Financial Resources Inc), Agreement and Plan of Merger (Sunset Financial Resources Inc)

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Non-Survival of Representations, Warranties, Covenants and Agreements. Except for Articles I and II, Section 6.6 Sections 6.5 and 6.8 and any other covenant or agreement of the parties which by its terms contemplates performance after the Effective 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 and (b) thereafter there shall be no liability on the part of any of the CompanyParent, MergerCo or Eagles the Company or any of their respective officers, directors directors, trustees, stockholders or stockholders shareholders 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: Agreement and Plan of Merger (CentraCore Properties Trust), Agreement and Plan of Merger (Geo Group Inc)

Non-Survival of Representations, Warranties, Covenants and Agreements. Except for Articles I Sections 7.6 and II, Section 6.6 7.9 and any other covenant or agreement of the parties which by its terms contemplates performance after the Effective Time (a) 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 Time, and (b) thereafter there shall be no liability on the part of any of the Companyeither Parent, MergerCo or Eagles 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: Agreement and Plan of Merger (Rc2 Corp), Agreement and Plan of Merger (First Years Inc)

Non-Survival of Representations, Warranties, Covenants and Agreements. Except for Articles I Article II and IIArticle III, Section 6.6 and any other covenant or agreement of the parties Parties which by its terms contemplates performance after the Effective 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 and (b) thereafter there shall be no liability on the part of any of the Company, MergerCo or Eagles 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: Agreement and Plan of Merger (Monmouth Real Estate Investment Corp), Agreement and Plan of Merger (Monmouth Capital Corp)

Non-Survival of Representations, Warranties, Covenants and Agreements. Except for Articles I and II, Section 6.6 6.5 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 and (b) thereafter there shall be no liability on the part of any of Parent, Merger Sub or the Company, MergerCo or Eagles Company or any of their respective directors, officers, directors employees or stockholders in respect thereof. Except as expressly set forth in this Agreement or in any certificate delivered to the Company, Parent or Merger Sub pursuant to the express terms of this Agreement, there are no representations or warranties of any party hereto, express or implied.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Navisite Inc)

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Non-Survival of Representations, Warranties, Covenants and Agreements. Except for Articles I Sections 7.3, 7.7 and II, Section 6.6 7.8 and any other covenant or agreement of the parties which that by its terms contemplates performance after the Effective Time (a) 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 Time, and (b) thereafter there shall be no liability on the part of any of the Companyeither Parent, MergerCo or Eagles 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: Agreement and Plan of Merger (United Industries Corp)

Non-Survival of Representations, Warranties, Covenants and Agreements. Except for Articles I Sections 6.3, 7.1 and II, Section 6.6 7.4 and any other covenant or agreement of the parties which that by its terms contemplates performance after the Effective Time (a) Closing 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 Time Closing Date, and (b) thereafter there shall be no liability on the part of any of the CompanyParent, MergerCo or Eagles 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: Agreement and Plan of Merger (Capital Growth Systems Inc /Fl/)

Non-Survival of Representations, Warranties, Covenants and Agreements. Except for Articles I and II, Section 6.6 Sections 6.5 and 6.8 and any other covenant or agreement of the parties which by its terms contemplates performance after the Effective 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 and (b) thereafter there shall be no liability on the part of any of the CompanyParent, MergerCo or Eagles the Company or any of their respective officers, directors directors, stockholders or stockholders shareholders 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: Agreement and Plan of Merger (CRT Properties Inc)

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