Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 161 contracts
Samples: Merger Agreement (Black Knight, Inc.), Merger Agreement, Merger Agreement
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 117 contracts
Samples: Merger Agreement (Apexigen, Inc.), Merger Agreement (Pyxis Oncology, Inc.), Merger Agreement (Virtusa Corp)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 8.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 79 contracts
Samples: Merger Agreement, Merger Agreement (American Realty Capital - Retail Centers of America, Inc.), Merger Agreement (Apple REIT Ten, Inc.)
Nonsurvival of Representations and Warranties. None of the The representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement made herein shall not survive beyond the Effective TimeTime or a termination of this Agreement. This Section 8.01 7.1 shall not limit any covenant or agreement of the parties hereto which by its terms contemplates requires performance after the Effective Time.
Appears in 78 contracts
Samples: Share Exchange Agreement (Get Real USA, Inc.), Acquisition Agreement (Blackcraft Cult, Inc.), Acquisition Agreement (Capstone Financial Group, Inc.)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 34 contracts
Samples: Merger Agreement (VirtualScopics, Inc.), Merger Agreement (Apple REIT Seven, Inc.), Merger Agreement (Applied Signal Technology Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.01 shall not limit Section 8.02 or any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 30 contracts
Samples: Merger Agreement (Bottomline Technologies Inc), Merger Agreement (Jefferies Financial Group Inc.), Merger Agreement (Homefed Corp)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement confirming the representations and warranties in this Agreement shall survive the Effective Time. This Section 8.01 8.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 24 contracts
Samples: Merger Agreement (Cornerstone Realty Income Trust Inc), Merger Agreement (Merry Land Properties Inc), Merger Agreement (Equity Office Properties Trust)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.1 shall not limit the survival of any covenant or agreement of the parties in the Agreement which by its terms contemplates performance after the Effective Time.
Appears in 22 contracts
Samples: Merger Agreement (Sphere 3D Corp), Merger Agreement, Merger Agreement (Alexza Pharmaceuticals Inc.)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 10.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 16 contracts
Samples: Merger Agreement (Volta Inc.), Merger Agreement (Computer Associates International Inc), Merger Agreement (Computer Associates International Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 8.1 shall not limit any covenant or agreement of the parties which in this Agreement that by its terms contemplates performance after the Effective Time.
Appears in 15 contracts
Samples: Merger Agreement (Top Image Systems LTD), Merger Agreement (Emergent BioSolutions Inc.), Merger Agreement (Trubion Pharmaceuticals, Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective TimeTime of the Merger. This Section 8.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective TimeTime of the Merger.
Appears in 15 contracts
Samples: Merger Agreement (Boise Cascade Corp), Merger Agreement (Allwaste Inc), Merger Agreement (Motor Club of America)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.01 shall not limit any covenant or agreement of the parties which that by its terms contemplates performance after the Effective Time.
Appears in 14 contracts
Samples: Merger Agreement (Anixter International Inc), Merger Agreement (Wesco International Inc), Merger Agreement (Wesco International Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 8.1 shall not limit the survival of any covenant or agreement of the parties in the Agreement which by its terms contemplates performance after the Effective Time.
Appears in 14 contracts
Samples: Merger Agreement (Menlo Therapeutics Inc.), Merger Agreement (Foamix Pharmaceuticals Ltd.), Merger Agreement (Northwest Airlines Corp)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any schedule, instrument or other document delivered pursuant to this Agreement shall survive the Effective TimeTime or the termination of this Agreement. This Section 8.01 9.2 shall not limit any covenant or agreement of the parties which contained in this Agreement that by its terms contemplates performance is to be performed in whole or in part after the Effective Time.
Appears in 13 contracts
Samples: Merger Agreement, Merger Agreement (Books a Million Inc), Merger Agreement (PennantPark Floating Rate Capital Ltd.)
Nonsurvival of Representations and Warranties. None of the --------------------------------------------- representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 13 contracts
Samples: Merger Agreement (Sterling Software Inc), Merger Agreement (Sterling Software Inc), Merger Agreement (Sterling Software Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties contained in this Agreement or in any schedule, instrument or other document delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.3 shall not limit any covenant or agreement of the parties which by its terms hereto that contemplates performance after the Effective Time.
Appears in 12 contracts
Samples: Merger Agreement (EQT Corp), Agreement and Plan of Merger (Trans Energy Inc), Agreement and Plan of Merger (Chindex International Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 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 11 contracts
Samples: Agreement and Plan of Merger (Taubman Centers Inc), Agreement and Plan of Merger (Simon Property Group L P /De/), Agreement and Plan of Merger (Taubman Centers Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 shall not limit any covenant or agreement of the parties which that by its terms contemplates performance after the Effective Time and such provisions shall survive the Effective Time.
Appears in 10 contracts
Samples: Merger Agreement (Duke Energy CORP), Merger Agreement (Pinnacle Entertainment Inc), Merger Agreement (St Louis Riverboat Entertainment Inc)
Nonsurvival of Representations and Warranties. None of the The representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement made herein shall not survive beyond the Effective TimeTime or a termination of this Agreement. This Section 8.01 7.1 shall not limit any covenant or agreement of the parties which hereto that by its terms contemplates requires performance after the Effective Time.
Appears in 9 contracts
Samples: Merger Agreement (Edwards J D & Co), Merger Agreement (Intervest Corporation of New York), Merger Agreement (Peoplesoft Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 11.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 8 contracts
Samples: Merger Agreement (PMC Commercial Trust /Tx), Merger Agreement (Tel Save Holdings Inc), Merger Agreement (Pri Automation Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.1 shall not limit Section 8.2(a) or any covenant or agreement of the parties which that, by its terms terms, contemplates performance after the Effective Time.
Appears in 8 contracts
Samples: Merger Agreement (IHS Markit Ltd.), Merger Agreement (S&P Global Inc.), Merger Agreement (IHS Inc.)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 10.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 8 contracts
Samples: Merger Agreement (Cybex International Inc), Merger Agreement (Synergx Systems Inc), Merger Agreement (Firecom Inc)
Nonsurvival of Representations and Warranties. None of the representations and or warranties in this Agreement or in any document or instrument delivered pursuant to or in connection with this Agreement shall survive the Effective Time. This Section 8.01 9.01 shall not limit any covenant or agreement of the parties which contained in this Agreement or in any document or instrument delivered pursuant to or in connection with this Agreement that by its terms contemplates performance applies in whole or in part after the Effective Time.
Appears in 7 contracts
Samples: Merger Agreement (Ares Management LLC), Merger Agreement (Cincinnati Bell Inc), Merger Agreement (Cincinnati Bell Inc)
Nonsurvival of Representations and Warranties. None of the The --------------------------------------------- representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement made herein shall not survive beyond the Effective TimeTime or a termination of this Agreement. This Section 8.01 7.1 shall not limit any covenant or agreement of the parties which hereto that by its terms contemplates requires performance after the Effective Time.
Appears in 6 contracts
Samples: Merger Agreement (Kforce Inc), Merger Agreement (Hall Kinion & Associates Inc), Preferred Shares Rights Agreement (Quickturn Design Systems Inc)
Nonsurvival of Representations and Warranties. None of the representations representations, warranties, covenants and warranties agreements in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This ; provided, however, that this Section 8.01 9.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 6 contracts
Samples: Merger Agreement, Merger Agreement, Merger Agreement
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 8.1 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: Merger Agreement (Msystems LTD), Merger Agreement (Saifun Semiconductors Ltd.), Merger Agreement (Spansion Inc.)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.01 (including any rights arising out of any breach of such representations and warranties) 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: Merger Agreement (Globalive Communications Corp.), Merger Agreement (Morton Industrial Group Inc), Merger Agreement (Yak Communications Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 shall not limit any covenant or agreement of the parties which that by its terms contemplates performance after the Effective Time.
Appears in 6 contracts
Samples: Merger Agreement (Golden State Vintners Inc), Merger Agreement (Paxar Corp), Merger Agreement (Avery Dennison Corporation)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 8.11 shall not limit any covenant or agreement of the parties Parties which by its terms contemplates performance after the Effective Time.
Appears in 6 contracts
Samples: Merger Agreement (CWR 1, LLC), Merger Agreement (Trustfeed Corp.), Merger Agreement (Zev Ventures Inc.)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any schedule, instrument or other document delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 The foregoing sentence 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: Merger Agreement (Fedders Corp /De), Merger Agreement (Convergent Holding Corp), Agreement and Plan of Recapitalization and Merger (Juno Lighting Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 8.1 shall not limit any covenant or agreement of the parties which that by its terms contemplates performance after the Effective Time.
Appears in 6 contracts
Samples: Merger Agreement (Edo Corp), Merger Agreement (Itt Corp), Merger Agreement (Infonet Services Corp)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any schedule, instrument or other document delivered pursuant to this Agreement shall survive the Effective TimeTime or the termination of this Agreement. This Section 8.01 8.2 shall not limit any covenant or agreement of the parties contained in this Agreement which by its terms contemplates performance after the Effective Time.
Appears in 5 contracts
Samples: Merger Agreement (Healthsource Inc), Merger Agreement (Healthsource Inc), Merger Agreement (Cigna Corp)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 10.01 shall not limit any covenant or agreement of the parties which hereto that by its terms contemplates performance after the Effective Time. The Confidentiality Agreement shall (a) survive termination of this Agreement in accordance with its terms and (b) terminate as of the Effective Time.
Appears in 5 contracts
Samples: Merger Agreement (TSR Inc), Merger Agreement (NGM Biopharmaceuticals Inc), Merger Agreement (POINT Biopharma Global Inc.)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement Agreement, or in any instrument delivered pursuant to this Agreement Agreement, shall survive after the Effective Time. This Section 8.01 8.1 shall not limit any covenant or agreement of the parties hereto which by its terms contemplates performance after the Effective Time.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (DRS Technologies Inc), Merger Agreement (Integrated Defense Technologies Inc), Agreement and Plan of Merger (DRS Technologies Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time or otherwise expressly by their terms survive the Effective Time.
Appears in 5 contracts
Samples: Merger Agreement (Energy Transfer Equity, L.P.), Merger Agreement (Williams Companies Inc), Merger Agreement (Energy Transfer Equity, L.P.)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 10.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective TimeClosing Date.
Appears in 5 contracts
Samples: Merger Agreement (NTR PLC), Merger Agreement (Green Plains Renewable Energy, Inc.), Merger Agreement (Green Plains Renewable Energy, Inc.)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 5 contracts
Samples: Merger Agreement (Prison Realty Trust Inc), Merger Agreement (Pn Acquisition Subsidiary Inc), Merger Agreement (National Computer Systems Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement hereto shall survive the Effective Time. This , provided that this Section 8.01 9.01 shall not limit any covenant or agreement of the parties which that by its terms contemplates performance after the Effective Time.
Appears in 5 contracts
Samples: Merger Agreement (International Telecommunication Data Systems Inc), Merger Agreement (Cdsi Acquisition Corp), Merger Agreement (Centennial Healthcare Corp)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time, and shall expire at the Effective Time and be of no further effect thereafter. This Section 8.01 8.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 5 contracts
Samples: Merger Agreement (Woronoco Bancorp Inc), Merger Agreement (PNC Financial Services Group Inc), Merger Agreement (United National Bancorp)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any schedule, instrument or other document delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 8.3 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 5 contracts
Samples: Merger Agreement (Welbilt Corp), Merger Agreement (Dyson Kissner Moran Corp), Merger Agreement (Detection Systems Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties representations, warranties, covenants or agreements in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 5 contracts
Samples: Merger Agreement (Allied Riser Communications Corp), Merger Agreement (Caprock Communications Corp), Merger Agreement (Cincinnati Bell Inc /Oh/)
Nonsurvival of Representations and Warranties. None of the representations and warranties and, subject to the following sentence, covenants and agreements, in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.1 shall not limit any covenant or agreement of the parties hereto which by its terms contemplates performance after the Effective Time.
Appears in 5 contracts
Samples: Merger Agreement (Meritor, Inc.), Merger Agreement (Tech Data Corp), Merger Agreement (Presidio, Inc.)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.01 shall not limit Section 8.02 or any covenant or agreement obligation of the parties which by its terms contemplates performance after the Effective Time.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (SJW Group), Agreement and Plan of Merger (Connecticut Water Service Inc / Ct), Agreement and Plan of Merger (SJW Group)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 12(a) shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 5 contracts
Samples: Stockholder Agreement (Ivillage Inc), Stockholder Agreement (Ivillage Inc), Stockholder Agreement (Ivillage Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any certificate or instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 8.1 shall not limit any covenant or agreement of the parties Parties which by its express terms contemplates performance performance, in whole or in part, after the Effective Time.
Appears in 5 contracts
Samples: Merger Agreement (Autonomy Corp PLC), Merger Agreement (Sentigen Holding Corp), Merger Agreement (Virage Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any certificate or instrument delivered pursuant to this Agreement hereto or thereto shall survive the Effective Time. This Section 8.01 9.1 shall not limit any covenant or agreement of the parties Parties which by its express terms contemplates performance performance, in whole or in part, after the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement (QRS Corp), Merger Agreement (QRS Corp), Merger Agreement (QRS Corp)
Nonsurvival of Representations and Warranties. None of the representations representations, warranties, covenants and warranties agreements in this Agreement or in any exhibit, schedule or instrument delivered pursuant to this Agreement shall survive beyond the Effective Time. This Section 8.01 9.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement (Juno Lighting Inc), Merger Agreement (Dial Corp /New/), Merger Agreement (Fremont Partners Lp)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 10.01 shall not limit any covenant or agreement of the parties which hereto that by its terms contemplates performance after the Effective Time. The Confidentiality Agreement shall (i) survive termination of this Agreement in accordance with its terms and (ii) terminate as of the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement (Kinnate Biopharma Inc.), Merger Agreement (XOMA Corp), Merger Agreement (Theseus Pharmaceuticals, Inc.)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.1 shall not limit the survival of any covenant or agreement of the parties hereto in this Agreement which by its terms contemplates performance after the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement (Endo Pharmaceuticals Holdings Inc), Merger Agreement (Perceptive Advisors LLC), Merger Agreement (Penwest Pharmaceuticals Co)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 11.4 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement (Temple Inland Inc), Merger Agreement (Gaylord Container Corp /De/), Merger Agreement (Gaylord Container Corp /De/)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 8.11 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement, Merger Agreement (Senseonics Holdings, Inc.), Merger Agreement (Motorola Mobility Holdings, Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any schedule, instrument or other document delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 8.3 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective TimeDate of the Merger.
Appears in 4 contracts
Samples: Merger Agreement (First Alert Inc), Merger Agreement (Sunbeam Corp/Fl/), Merger Agreement (Sunbeam Corp/Fl/)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement hereto shall survive the Effective Time. This , provided that this Section 8.01 8.1 shall not limit any covenant or agreement of the parties which Parties that by its terms contemplates performance after the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement (Amdahl Corp), Merger Agreement (Targetti Sankey Spa), Merger Agreement (Fujitsu LTD/Jp/)
Nonsurvival of Representations and Warranties. None of ---------------------------------------------- the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement (Union Texas Petroleum Holdings Inc), Agreement and Plan of Merger (Weyerhaeuser Co), Agreement and Plan of Merger (Tj International Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.1 shall not limit any covenant or agreement of the parties hereto which by its terms contemplates performance after the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement, Merger Agreement (Sysco Corp), Merger Agreement (Us Foods, Inc.)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.01 shall not limit any covenant or agreement of the parties which hereto that by its terms contemplates performance after the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement (AmREIT, Inc.), Agreement and Plan of Merger (Nielsen Holdings N.V.), Merger Agreement (Arbitron Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.1 shall not limit the survival of any covenant or agreement of the parties which in the Agreement that by its terms contemplates performance after the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement (Outdoor Channel Holdings Inc), Merger Agreement (Outdoor Channel Holdings Inc), Merger Agreement (Spectrum Brands, Inc.)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 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 4 contracts
Samples: Merger Agreement (Tennant James R), Merger Agreement (Home Products International Inc), Merger Agreement (Championship Auto Racing Teams Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective TimeTime or the termination of this Agreement pursuant to Section 8.01.
Appears in 4 contracts
Samples: Merger Agreement (Genovese Leonard), Merger Agreement (Genovese Drug Stores Inc), Merger Agreement (Penney J C Co Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time. The Confidentiality Agreement shall (a) survive termination of this Agreement in accordance with its terms and (b) terminate as of the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement (ARMO BioSciences, Inc.), Merger Agreement (Vitae Pharmaceuticals, Inc), Merger Agreement (Celator Pharmaceuticals Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 10.01 shall not limit any covenant or agreement of the parties contained in any Transaction Agreement which by its terms contemplates performance after the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement (Click Commerce Inc), Merger Agreement (Illinois Tool Works Inc), Merger Agreement (Foilmark Inc)
Nonsurvival of Representations and Warranties. None of the --------------------------------------------- representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 8.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement (Berkshire Hathaway Inc /De/), Merger Agreement (Fairfield Communities Inc), Merger Agreement (Berkshire Hathaway Inc /De/)
Nonsurvival of Representations and Warranties. None of the representations and warranties set forth in of this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time, including, without limitation, Section 6.7.
Appears in 4 contracts
Samples: Merger Agreement (Bertuccis Inc), Merger Agreement (Ne Restaurant Co Inc), Merger Agreement (Bertuccis Inc)
Nonsurvival of Representations and Warranties. None of the representations representations, warranties, covenants and warranties agreements in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.01 shall not limit any covenant or agreement of the parties which hereto that by its terms contemplates performance after the Effective Time. The Confidentiality Agreement will survive termination of this Agreement in accordance with its terms.
Appears in 4 contracts
Samples: Merger Agreement (Steadfast Apartment REIT, Inc.), Merger Agreement (Independence Realty Trust, Inc.), Agreement and Plan of Merger (Independence Realty Trust, Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 10.01 shall not limit Section 9.02 or any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement (Hostess Brands, Inc.), Merger Agreement (Finjan Holdings, Inc.), Merger Agreement (Open Text Corp)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement confirming the representations and warranties in this Agreement shall survive the Effective Time. This Section 8.01 10.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement (American General Hospitality Corp), Merger Agreement (Capstar Hotel Co), Merger Agreement (Meristar Hospitality Corp)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.01 shall not limit any covenant or agreement of the parties which by its express terms contemplates performance after the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement (Paul Ramsay Holdings Pty LTD), Merger Agreement (Psychiatric Solutions Inc), Merger Agreement (Ramsay Youth Services Inc)
Nonsurvival of Representations and Warranties. None Other than as described in Section 8.2, none of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement (Falcon Financial Investment Trust), Merger Agreement (Istar Financial Inc), Merger Agreement (Istar Financial Inc)
Nonsurvival of Representations and Warranties. None of the representations representations, warranties, covenants and warranties agreements in this Agreement or in any exhibit, schedule or instrument delivered pursuant to this Agreement shall survive beyond the Effective Time. This Section 8.01 9.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement (Synopsys Inc), Merger Agreement (Interpublic Group of Companies Inc), Merger Agreement (Avant Corp)
Nonsurvival of Representations and Warranties. None of the representations and warranties representations, warranties, covenants or agreements in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement (General Electric Co), Merger Agreement (Bha Group Inc), Merger Agreement (Midcoast Energy Resources Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 8.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time, including, without limitation, Section 5.7.
Appears in 4 contracts
Samples: Merger Agreement (Cort Business Services Corp), Merger Agreement (Egan Charles), Agreement and Plan of Merger (Davco Restaurants Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.01 shall not limit any covenant or agreement of the parties which that by its terms contemplates performance after the Effective Time. The Confidentiality Agreement shall (a) survive termination of this Agreement in accordance with its terms and (b) terminate as of the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement (Stryker Corp), Merger Agreement (Vocera Communications, Inc.), Merger Agreement (Dermira, Inc.)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall will survive the Effective Time. This Section 8.01 shall 9.1 will not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement (Viasoft Inc /De/), Merger Agreement (Compuware Corporation), Merger Agreement (Asg Sub Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any schedule, instrument or other document delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 8.02 shall not limit any covenant or agreement of the parties contained in this Agreement which by its terms contemplates performance after the Effective Time.
Appears in 3 contracts
Samples: Offer to Purchase (Berg Acquisition Co), Merger Agreement (Berg Acquisition Co), Merger Agreement (Berg Acquisition Co)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement (including the Company Disclosure Schedule) or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 10.01 shall not limit any covenant or agreement of the parties which hereto that by its terms contemplates performance after the Effective Time.
Appears in 3 contracts
Samples: Merger Agreement (Retek Inc), Merger Agreement (Ruby Merger Corp.), Merger Agreement (Ruby Merger Corp.)
Nonsurvival of Representations and Warranties. None of the representations representations, warranties, covenants and warranties agreements in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This , except that this Section 8.01 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: Merger Agreement (Brandywine Operating Partnership Lp /Pa), Merger Agreement (Simon Property Group Inc /De/), Merger Agreement (Chelsea Property Group Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to or in connection with this Agreement shall survive the Effective Time. This Section 8.01 9.01 shall not limit any covenant or agreement covenants and agreements of the parties which by its terms contemplates Parties that contemplate performance after the Effective Time or otherwise expressly by their terms survive the Effective Time, which, in each case, shall survive in accordance with their terms.
Appears in 3 contracts
Samples: Transaction Agreement (Columbia Care Inc.), Arrangement Agreement (Sagicor Financial Co Ltd.), Arrangement Agreement
Nonsurvival of Representations and Warranties. None of the representations and or warranties in this Agreement or in any document or instrument delivered pursuant to or in connection with this Agreement shall survive the Effective Time. This Section 8.01 9.01 shall not limit any covenant or agreement of the parties which contained in this Agreement or in any document or instrument delivered pursuant to or in connection with this Agreement, that by its terms applies or contemplates performance in whole or in part after the Effective Time.
Appears in 3 contracts
Samples: Merger Agreement (Thermo Fisher Scientific Inc.), Merger Agreement (PPD, Inc.), Merger Agreement (Endocyte Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 11.01 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: Merger Agreement (Time Warner Inc/), Merger Agreement (Cdnow Inc/Pa), Merger Agreement (Time Warner Inc/)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 8.1 shall not limit any covenant or agreement of the parties which that by its terms contemplates performance after the Effective TimeTime of the Merger.
Appears in 3 contracts
Samples: Merger Agreement (Cell Therapeutics Inc), Merger Agreement (Versicor Inc /Ca), Merger Agreement (Cell Therapeutics Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 8.1 shall not limit any covenant or agreement of the parties which hereto in this Agreement that by its terms contemplates performance after the Effective Time.
Appears in 3 contracts
Samples: Merger Agreement (Thoma Bravo Fund Xii, L.P.), Merger Agreement (Imprivata Inc), Merger Agreement (Keynote Systems Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement hereto shall survive the Effective Time. This , provided that this Section 8.01 8.1 shall not limit any covenant or agreement of the parties which that by its terms contemplates performance after the Effective Time.
Appears in 3 contracts
Samples: Merger Agreement (Computer Sciences Corp), Merger Agreement (Policy Management Systems Corp), Merger Agreement (Computer Sciences Corp)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective TimeTime of the Merger.
Appears in 3 contracts
Samples: Merger Agreement (Multi Solutions Inc), Merger Agreement (Multi Solutions Inc), Merger Agreement (Wi-Tron, Inc.)
Nonsurvival of Representations and Warranties. None of the The representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement made herein shall not survive beyond the Effective TimeTime or a termination of this Agreement. This Section 8.01 8.1 shall not limit any covenant or agreement of the parties which hereto that by its terms contemplates requires performance after the Effective Time.
Appears in 3 contracts
Samples: Merger Agreement (Cadence Design Systems Inc), Merger Agreement (Intel Corp), Merger Agreement (Intel Corp)
Nonsurvival of Representations and Warranties. None of the representations No representation and warranties warranty made in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 11.2 shall not limit the term of any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 3 contracts
Samples: Contribution Agreement (Western Refining, Inc.), Combination Agreement (Complete Production Services, Inc.), Contribution Agreement (Western Refining, Inc.)
Nonsurvival of Representations and Warranties. None Except as specifically provided in the Indemnification Agreement, none of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 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 (Millstream Acquisition Corp), Agreement and Plan of Merger (RGGPLS Holding, Inc.), Agreement and Plan of Merger (GRH Holdings, L.L.C.)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.1 shall not limit the survival of any covenant or agreement of Parent or the parties Surviving Entity in this Agreement which by its terms contemplates performance after the Effective Time.
Appears in 3 contracts
Samples: Merger Agreement (Forestar Group Inc.), Merger Agreement (Horton D R Inc /De/), Merger Agreement (Forestar Group Inc.)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall will survive the Effective Time. This Section 8.01 9.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Electronics Boutique Holdings Corp), Agreement and Plan of Merger (Electronics Boutique Holdings Corp), Agreement and Plan of Merger (Electronics Boutique Holdings Corp)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This , and shall expire at the Effective Time and be of no further effect thereafter; provided, however, that this Section 8.01 8.1 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: Merger Agreement (Partners Trust Financial Group Inc), Merger Agreement (Partners Trust Financial Group Inc), Merger Agreement (BSB Bancorp Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties and, subject to the following sentence, covenants and agreements, in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 11.2 shall not limit any covenant or agreement of the parties Parties which by its terms contemplates performance after the Effective Time.
Appears in 3 contracts
Samples: Merger Agreement (WillScot Mobile Mini Holdings Corp.), Merger Agreement (WillScot Mobile Mini Holdings Corp.), Merger Agreement (McGrath Rentcorp)
Nonsurvival of Representations and Warranties. None of the representations and warranties representations, warranties, covenants or agreements in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This ; provided that this Section 8.01 8.1 shall not limit any covenant or agreement of the parties which in this Agreement that by its terms contemplates performance after the Effective Time.
Appears in 3 contracts
Samples: Merger Agreement (Providence & Worcester Railroad Co/Ri/), Merger Agreement (Railamerica Inc /De), Merger Agreement (Genesee & Wyoming Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall will survive the Effective Time. This Section 8.01 shall 9.01 will not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 3 contracts
Samples: Merger Agreement (Readers Digest Association Inc), Agreement and Plan of Merger (CTS Corp), Merger Agreement (Dynamics Corp of America)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.01 shall not limit any covenant or agreement of the parties a party which by its terms contemplates performance after the Effective Time.
Appears in 3 contracts
Samples: Merger Agreement (Robbins & Myers Inc), Merger Agreement (Stanley Works), Merger Agreement (Black & Decker Corp)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement herein or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 11.01 shall not limit any covenant or agreement of the parties Parties which by its terms contemplates performance after the Effective Time, but any other covenants and agreements shall not survive the Effective Time.
Appears in 3 contracts
Samples: Merger Agreement, Merger Agreement (Nimble Storage Inc), Merger Agreement (Hewlett Packard Enterprise Co)
Nonsurvival of Representations and Warranties. None of the representations and warranties representations, warranties, covenants or agreements in this Agreement or in any instrument document delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 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: Merger Agreement (Citigroup Inc), Merger Agreement (Olin Corp), Merger Agreement (Chase Industries Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 11.01 shall not limit any covenant or agreement of the parties Parties which by its terms contemplates performance after the Effective Time, but any other covenants and agreements shall not survive the Effective Time except for purposes of the first proviso of Section 9.02.
Appears in 3 contracts
Samples: Merger Agreement (TLB Merger Sub Inc.), Merger Agreement (Talbots Inc), Merger Agreement (California Pizza Kitchen, Inc.)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall will survive the Effective TimeTime or any termination of this Agreement. This Section 8.01 5.13 shall not limit any covenant or agreement of the parties which a party that by its terms expressly contemplates performance after the Effective Time.
Appears in 3 contracts
Samples: Stockholder Tender and Voting Agreement (Information Resources Inc), Stockholder Tender and Voting Agreement (Multex Com Inc), Stockholder Tender and Voting Agreement (Reuters Group PLC /Adr/)
Nonsurvival of Representations and Warranties. None of the representations representations, warranties, covenants and warranties agreements in this Agreement or in any exhibit, schedule or instrument delivered pursuant to this Agreement shall survive beyond the Effective Time, except for those covenants and agreements contained herein and therein that by their terms apply or are to be performed in whole or in part after the Effective Time and this Article IX. This Section 8.01 9.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 3 contracts
Samples: Merger Agreement (Idm Environmental Corp), Merger Agreement (Ak Steel Holding Corp), Merger Agreement (Comverse Technology Inc/Ny/)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.01 shall not limit (a) any covenant 42 or agreement of the parties which by its terms contemplates performance after the Effective TimeTime or (b) the survival of the last sentence of Section 6.02 and of Section 6.06, Section 8.03, this Article IX and the Confidentiality Agreement, as set forth in Section 8.03.
Appears in 3 contracts
Samples: Merger Agreement (Elite Information Group Inc), Merger Agreement (Elite Information Group Inc), Merger Agreement (Elite Information Group Inc)
Nonsurvival of Representations and Warranties. None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time. This Section 8.01 9.1 shall not limit any covenant or agreement of the parties which which, by its terms terms, contemplates performance after the Effective Time.
Appears in 3 contracts
Samples: Preferred Stock Purchase Agreement (Computer Software Innovations Inc), Merger Agreement (Computer Software Innovations Inc), Merger Agreement (Verticalbuyer Inc)
