Nonsurvival of Representations, Warranties and Agreements. Except as otherwise provided in this Section 10.01, none of the representations, warranties or covenants in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time or, in the case of the Company, shall survive the acceptance for payment of, and payment for, any Shares by Sub pursuant to the Offer. This Section 10.01 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: Agreement and Plan of Merger (Johnson & Johnson), Confidentiality Agreement (Johnson & Johnson), Agreement and Plan of Merger (Femrx Inc)
Nonsurvival of Representations, Warranties and Agreements. Except as otherwise provided in this Section 10.01, none None of the representations, warranties or warranties, covenants and other agreements in this Agreement or in any instrument delivered pursuant to this Agreement Agreement, including any rights arising out of any breach of such representations, warranties, covenants and other agreements, shall survive the Effective Time or, in the case of the Company, shall survive the acceptance for payment of, and payment for, any Shares by Sub pursuant to the OfferTime. This Section 10.01 9.01 shall not not, however, 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 (United Defense Industries Inc), Agreement and Plan of Merger (Sparta Inc /De), Agreement and Plan of Merger (United Defense Industries Inc)
Nonsurvival of Representations, Warranties and Agreements. Except as otherwise provided in this Section 10.01, none None of the representations, representations and warranties or covenants in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time or, in the case of the Company, shall survive the acceptance for payment of, and payment for, any Shares by Sub pursuant to the OfferTime. This Section 10.01 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: Agreement and Plan of Merger (Wallace Computer Services Inc), Agreement and Plan of Merger (Graphic Industries Inc), Agreement and Plan of Merger (Wallace Computer Services Inc)
Nonsurvival of Representations, Warranties and Agreements. Except as otherwise provided in this Section 10.01, none None of the representations, representations and warranties or covenants in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time or, in the case of the Company, shall survive the acceptance for payment of, and payment for, any Shares by Sub pursuant to the Offer. This Section 10.01 shall not limit any covenant 49 or agreement of the parties which by its terms contemplates performance after the Effective Time, including Section 7.08.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Lucent Technologies Inc), Agreement and Plan of Merger (Yurie Systems Inc)
Nonsurvival of Representations, Warranties and Agreements. Except as otherwise provided in this Section 10.01, none None of the representations, warranties or covenants (subject to the succeeding sentence) in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time or, in the case of the Company, shall survive the acceptance for payment of, and payment for, any Shares by Merger Sub pursuant to the Offer. This Section 10.01 10.1 shall not limit any covenant or agreement of the parties (or Parent) which by its terms contemplates performance after the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Lyondell Petrochemical Co), Agreement and Plan (Lyondell Petrochemical Co)
Nonsurvival of Representations, Warranties and Agreements. Except as otherwise provided in this Section 10.01, none None of the representations, representations and warranties or covenants in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time or, in the case of the Company, shall survive the acceptance for payment of, and payment for, any Shares by Sub pursuant to the Offer. This Section 10.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective TimeTime of the Merger, including Section 7.07.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Edmark Corp), Agreement and Plan of Merger (International Business Machines Corp)
Nonsurvival of Representations, Warranties and Agreements. Except as otherwise provided in this Section 10.01, none None of the representations, representations and warranties or covenants in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time or, in the case of the Company, shall survive the earlier of (i) acceptance for payment of, and payment for, any the Shares by Sub Purchaser pursuant to the OfferOffer and (ii) the Effective Time. This Section 10.01 11.1 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 2 contracts
Samples: Agreement and Plan of Merger (Digital Link Corp), Agreement and Plan of Merger (DLZ Corp)
Nonsurvival of Representations, Warranties and Agreements. Except as otherwise provided in this Section 10.01, none None of the representations, warranties or covenants (subject to the succeeding sentence) in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time or, in the case of the Company, shall survive the acceptance for payment of, and payment for, any Shares by Sub pursuant to the Offer. This Section 10.01 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 2 contracts
Samples: Agreement and Plan of Merger (Johnson & Johnson), Agreement and Plan of Merger (Chase Venture Capital Associates L P)
Nonsurvival of Representations, Warranties and Agreements. Except as otherwise provided in this Section 10.0110.1, none of the representations, warranties or covenants in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time or, in the case of the Company, shall survive the acceptance for payment of, and payment for, any Shares by Sub Subsidiary pursuant to the Offer. This Section 10.01 10.1 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Dames & Moore Group), Agreement and Plan of Merger (Urs Corp /New/)
Nonsurvival of Representations, Warranties and Agreements. Except as otherwise provided in this Section 10.01, none None of the representations, representations and warranties or covenants in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time or, in the case of the Company, shall survive the acceptance for payment of, and payment for, any Shares by Sub pursuant to the Offer. This Section 10.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance perfor-xxxxx after the Effective Time, including Section 7.08.
Appears in 1 contract
Nonsurvival of Representations, Warranties and Agreements. Except as otherwise provided in this Section 10.01, none None of the representations, representations and warranties or covenants in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time or, in the case of the Company, shall survive the acceptance for payment of, and payment for, any Shares by Sub pursuant to the Offer. This Section 10.01 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 1 contract
