Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 78 contracts
Samples: Underwriting Agreement (WCI Communities, Inc.), Underwriting Agreement (WCI Communities, Inc.), Underwriting Agreement (GrubHub Inc.)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each the Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any the Selling Stockholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 21 contracts
Samples: Continental Building Products, Inc., Continental Building Products, Inc., Continental Building Products, Inc.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company, the Operating Partnership or officers of the Company or its officersthe Operating Partnership, of each Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company Company, the Operating Partnership or any of the officers, directors, employees, agents or controlling indemnified persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 16 contracts
Samples: Underwriting Agreement (Digital Realty Trust, L.P.), Digital Realty (Digital Realty Trust, L.P.), Digital Realty Trust, L.P.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Transaction Entities or its officers, any officer of each Selling Stockholder any of the Transaction Entities and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Underwriter or the Company Transaction Entities or any of the their respective officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 16 contracts
Samples: Employment Agreement (American Campus Communities Inc), Employment Agreement (American Campus Communities Operating Partnership LP), Employment Agreement (American Campus Communities Operating Partnership LP)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation cancelation of this Agreement.
Appears in 11 contracts
Samples: Underwriting Agreement (Southern Peru Copper Corp/), Underwriting Agreement (Owens Illinois Inc /De/), Underwriting Agreement (Southern Peru Copper Corp/)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder and of the Underwriters Underwriter set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any the Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 10 contracts
Samples: www.sec.gov, Zimmer Biomet Holdings, Inc., Goldman Sachs Group Inc
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Issuer and the Guarantors or its officers, of each Selling Stockholder their respective officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Underwriter or the Company Issuer and the Guarantors or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 9 contracts
Samples: Willis Towers Watson PLC, Willis Towers Watson PLC, Willis Towers Watson PLC
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 8 contracts
Samples: Skyline Champion Corp, Skyline Champion Corp, Lantheus Holdings, Inc.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder officers and directors and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation investigation, or statement as to the results thereof, made by or on behalf of any Underwriter, any Selling Stockholder Underwriter or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 6 contracts
Samples: Underwriting Agreement (ESM Acquisition Corp), Underwriting Agreement (ESM Acquisition Corp), FirstMark Acquisition Corp. III
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each the Selling Stockholder and of the Underwriters Underwriter set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any the Underwriter, any the Selling Stockholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 5 contracts
Samples: Underwriting Agreement (Santander Consumer USA Holdings Inc.), J M SMUCKER Co, J M SMUCKER Co
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Underwriter or the Company or any of the officers, directors, employees, agents agents, affiliates within the meaning of Rule 405 under the Act or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 5 contracts
Samples: Underwriting Agreement (Calithera Biosciences, Inc.), Underwriting Agreement (Calithera Biosciences, Inc.), Calithera Biosciences, Inc.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder Shareholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Shareholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 5 contracts
Samples: Underwriting Agreement (Zillow Inc), Underwriting Agreement (Zillow Inc), Underwriting Agreement (Tucows Inc /Pa/)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder officers or directors and of the Underwriters Underwriter set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation investigation, or statement as to the results thereof, made by or on behalf of any Underwriter, any Selling Stockholder the Underwriter or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 4 contracts
Samples: Underwriting Agreement (Mountain & Co. I Acquisition Corp.), Underwriting Agreement (Mountain & Co. I Acquisition Corp.), Underwriting Agreement (Mountain & Co. I Acquisition Corp.)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of each of the Company and the Adviser or its officers, of each Selling Stockholder officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Underwriter or the Company or the Adviser or any of the officers, trustees, directors, employees, agents or controlling persons referred to in Section 8 9 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 8 and 8 9 hereof shall survive the termination or cancellation of this Agreement.
Appears in 4 contracts
Samples: Underwriting Agreement (Kayne Anderson Energy Total Return Fund, Inc.), Underwriting Agreement (Kayne Anderson MLP Investment CO), Kayne Anderson Energy Total Return Fund, Inc.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or Company, its officers, of each Selling Stockholder officers and of the Underwriters set forth in in, referred to in, or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Underwriter or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the SecuritiesSecurities until all appliable statutes of limitation have expired. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 4 contracts
Samples: Underwriting Agreement (Catalog Com Inc), Underwriting Agreement (Catalog Com Inc), Underwriting Agreement (Rampart Capital Corp)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officersofficers or directors, of each Selling Stockholder or its officers or directors and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, agents agents, affiliates or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 4 contracts
Samples: Letter Agreement (PACS Group, Inc.), PACS Group, Inc., Underwriting Agreement (Contura Energy, Inc.)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each the Selling Stockholder Stockholders and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any the Selling Stockholder Stockholders or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 4 contracts
Samples: Memorial Resource Development Corp., Memorial Resource Development Corp., International Speedway Corp
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company and the Guarantor or its officers, of each Selling Stockholder their respective officers and of the Underwriters set forth in or made pursuant to this Agreement will shall remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder the Company or the Company Guarantor or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will shall survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 4 contracts
Samples: Underwriting Agreement (Glaxosmithkline Capital Inc), Underwriting Agreement (Glaxosmithkline Capital Inc), Glaxosmithkline PLC
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Underwriter or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 4 contracts
Samples: Spirit Airlines, Inc., Oaktree Capital Management Lp, Spirit Airlines, Inc.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 4 contracts
Samples: Fossil Inc, Hugoton Energy Corp, General Communication Inc
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or and its officers, officers and of each Selling Stockholder and of the Underwriters Agents set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriterof the Agents, any Selling Stockholder or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the SecuritiesNotes. The provisions of Sections the fourth paragraph of Section 2(a), Section 4(h), Section 7 and Section 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 4 contracts
Samples: Bell Telephone (Southwestern Bell Telephone Co), Pacific Bell (Pacific Bell), Southwestern Bell Telephone Co
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Companies or its officers, of each Selling Stockholder their respective officers and of the Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder the Initial Purchasers or the Company Companies or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 7, 8 and 8 11 hereof shall survive the termination or cancellation of this Agreement.
Appears in 3 contracts
Samples: Crown Holdings Inc, Crown Holdings Inc, Crown Holdings Inc
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder Shareholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Shareholder or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 3 contracts
Samples: Custody Agreement (Eftc Corp/), Eccs Inc, Global Vacation Group Inc
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officersCompany, of each Selling Stockholder the Guarantors, the Company’s officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder the Underwriters or the Company Company, the Guarantors or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 3 contracts
Samples: Underwriting Agreement (Healthsouth Corp), Underwriting Agreement (Healthsouth Corp), Underwriting Agreement (Healthsouth Corp)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officersCompany, of each Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 9 and 10 hereof, and will survive delivery of and payment for the SecuritiesShares. The provisions of Sections 7 8, 9 and 8 10 hereof shall survive the termination or cancellation of this Agreement.
Appears in 3 contracts
Samples: Underwriting Agreement (Roadrunner Transportation Systems, Inc.), Underwriting Agreement (Roadrunner Transportation Services Holdings, Inc.), Roadrunner Transportation Systems, Inc.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each the Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any the Selling Stockholder or the Company or any of the officers, directors, employees, agents agents, affiliates or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 3 contracts
Samples: Silverbow Resources, Inc., Silverbow Resources, Inc., Translate Bio, Inc.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder officers and directors and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation investigation, or statement as to the results thereof, made by or on behalf of any Underwriter, any Selling Stockholder Underwriter or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 7 and 8 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 3 contracts
Samples: Crucible Acquisition Corp, FirstMark Horizon Acquisition Corp., FirstMark Horizon Acquisition Corp.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officersCompany, of each Selling Stockholder the Operating Partnership and their officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Underwriter or the Company or the Operating Partnership or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 3 contracts
Samples: Campus Crest Communities, Inc., Campus Crest Communities, Inc., Campus Crest Communities, Inc.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each the Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any the Selling Stockholder or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 3 contracts
Samples: Underwriting Agreement (Swift Transportation Co Inc), Donnelley Enterprise Solutions Inc, Truetime Inc
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder the Trust or its Regular Trustees and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Underwriter or the Company Offerors or any of the officers, directors, employees, agents trustees or controlling persons referred to in Section 8 7 hereof, and will survive delivery of and payment for the Preferred Securities. The provisions of Sections 6 and 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 3 contracts
Samples: Underwriting Agreement (Suntrust Capital Iv), Suntrust Banks Inc, Suntrust Capital Ii
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Issuers, the Operating Partnership and the General Partner or its officers, of each Selling Stockholder their officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company Issuers or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 3 contracts
Samples: Amerigas Partners Lp, Amerigas Partners Lp, Amerigas Partners Lp
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Company, the Note Guarantors or its officers, of each Selling Stockholder their respective officers and of the Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder the Initial Purchasers or the Company or the Note Guarantors or any of the officers, directors, employees, agents or controlling indemnified persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 3 contracts
Samples: Purchase Agreement (Cemex Sab De Cv), Purchase Agreement (Cemex Sab De Cv), Purchase Agreement (Cemex Sab De Cv)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder and of the Underwriters set forth in or made pursuant to this Underwriting Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Underwriting Agreement.
Appears in 2 contracts
Samples: Underwriting Agreement (Corporate Executive Board Co), Corporate Executive Board Co
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each the Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any the Selling Stockholder or the Company or any of the officers, directors, employees, agents or controlling indemnified persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Underwriting Agreement (First Data Corp), First Data Corp
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each the Selling Stockholder Shareholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Shareholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Underwriting Agreement (Elan Corp PLC), Alkermes Plc.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Issuers or its officers, of each Selling Stockholder their respective officers and of the Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder the Initial Purchasers or the Company Issuers or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 7, 8 and 8 11 hereof shall survive the termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Crown Holdings Inc, Crown Holdings Inc
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriterthe Underwriters, any Selling Stockholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Endo Pharmaceuticals Holdings Inc, Interstate Hotels & Resorts Inc
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officersCompany, of each Selling Stockholder the Guarantor and their respective officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder the Company or the Company Guarantor or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Underwriting Agreement (BlackRock Inc.), Underwriting Agreement (BlackRock Inc.)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder Xxxxx Fargo or its officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company Company, Xxxxx Fargo or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the SecuritiesShares. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Underwriting Agreement (Wells Fargo Real Estate Investment Corp.), Underwriting Agreement (Wells Fargo Real Estate Investment Corp.)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each the Selling Stockholder Stockholder, and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation cancelation of this Agreement.
Appears in 2 contracts
Samples: Underwriting Agreement (Atx Group Inc), Atx Group Inc
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each the Selling Stockholder and of the Underwriters and the Forward Counterparties set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Forward Counterparty, the Selling Stockholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Regency Centers Corp, General Electric Capital Corp
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder officers and of the Underwriters and the Sub-Underwriter set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Underwriter and the Sub-Underwriter or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Hydrogenics Corp, Hydrogenics Corp
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 5(c), 7 and 8 hereof shall survive the termination or cancellation of this Agreement. The provision of Sections 5(a)(vi) and 5(b)(i) shall terminate upon the termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Underwriting Agreement (Jakks Pacific Inc), Underwriting Agreement (Jakks Pacific Inc)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Company, the Selling Stockholders or its officers, of each Selling Stockholder their respective officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the SecuritiesShares. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Carnival Corp, Carnival Corp
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 29 29 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: McLeod Inc, McLeod Inc
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder or its officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Underwriter or the Company or any Selling Stockholder any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Underwriting Agreement (Hemisphere Media Group, Inc.), Hicks, Muse, Tate & Furst Equity Fund Iii, L.P.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, agents or controlling indemnified persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Advanced Micro Devices Inc, Spansion Inc.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or Company, its officers, of each Selling Stockholder officers and of the Underwriters set forth in in, referred to in, or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Underwriter or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the SecuritiesSecurities until all applicable statutes of limitation have expired. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Underwriting Agreement (Catalog Com Inc), Rampart Capital Corp
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Company, the Operating Partnership or its officersofficers of the Company, of each Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or Stockholder, the Company Company, the Operating Partnership or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Digital Realty Trust, Inc., Digital Realty Trust, Inc.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each the Selling Stockholder Shareholders and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Shareholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Agreement (BlackRock Inc.), Agreement (Merrill Lynch & Co., Inc.)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each the Selling Stockholder Shareholders and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any the Selling Stockholder Shareholders or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Underwriting Agreement (Sanofi), Underwriting Agreement (Regeneron Pharmaceuticals, Inc.)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder officers or directors and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation investigation, or statement as to the results thereof, made by or on behalf of any Underwriter, any Selling Stockholder Underwriter or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Underwriting Agreement (Target Global Acquisition I Corp.), Underwriting Agreement (Target Global Acquisition I Corp.)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder and of the Underwriters each Underwriter set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Underwriting Agreement (Zimmer Biomet Holdings, Inc.), Underwriting Agreement (Zimmer Biomet Holdings, Inc.)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of the Controlling Shareholder, of each Selling Stockholder Shareholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Shareholder, any Controlling Shareholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Underwriting Agreement (VanceInfo Technologies Inc.), Underwriting Agreement (VanceInfo Technologies Inc.)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder Valero, the Exchange Party and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Valero, the Exchange Party or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Underwriting Agreement (CST Brands, Inc.), CST Brands, Inc.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 9 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 8 and 8 9 hereof shall survive the termination or cancellation cancelation of this Agreement.
Appears in 1 contract
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder officers and of the Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Initial Purchaser or the Company or any of the officers, directors, employees, agents agents, affiliates or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Stem, Inc.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder Shareholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Shareholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the SecuritiesShares. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation cancelation of this Agreement.
Appears in 1 contract
Samples: Syneron Medical Ltd.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Company, the Operating Partnership or its officers, of each Selling Stockholder their respective officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Underwriter or the Company or the Operating Partnership or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Campus Crest Communities, Inc.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Xxxxxx Packaging Parties or its their respective officers, of each Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company Xxxxxx Packaging Parties or any of the officers, directors, employees, affiliates, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Graham Packaging Co Inc.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder the Guarantors and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder the Guarantors or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 9 hereof, and will survive delivery of and payment for the SecuritiesNotes. The provisions of Sections 7 7, 8 and 8 9 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Jarden Corp
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Company, the Guarantors or its officers, of each Selling Stockholder or their officers and of the Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriterthe Initial Purchasers, any Selling Stockholder or the Company Company, the Guarantors or any of the officers, directors, employees, agents or controlling indemnified persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Paxson Communications Corp
Representations and Indemnities to Survive. The respective ------------------------------------------ agreements, representations, warranties, indemnities and other statements of the Company Issuers or its officers, of each Selling Stockholder their respective officers and of the Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder the Initial Purchasers or the Company Issuers or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 7, 8, 11 and 8 14 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Stoneridge Inc
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Company, the Subsidiary Guarantors, or its officers, of each Selling Stockholder their respective officers and of the Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder the Initial Purchasers or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Representations and Indemnities to Survive. The respective agreementsindemnities set forth in Section 8 and Section 9, representations, warranties, indemnities warranties and other statements of the Company or its officersCompany, of each the Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of (i) any termination of this Agreement, (ii) any investigation made by or on behalf of any Underwriter, any Xxxxxx Xxxxxxx Entity, the Selling Stockholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive (iii) delivery of and payment for the SecuritiesSecurities (including the Directed Shares). The provisions of Sections Section 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder officers and of the Underwriters and the Sub-Underwriter set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Sub-Underwriter or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Company, the Guarantors or its officers, of each Selling Stockholder their officers and of the Underwriters Initial Purchaser set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder the Initial Purchaser or the Company Company, the Guarantors or any of the their officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the SecuritiesNotes. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Galey & Lord Inc
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each the Selling Stockholder Shareholders and their respective officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Shareholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 9 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 8 and 8 9 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Underwriting Agreement (Armstrong World Industries Inc)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Company, the Sellers or its their respective officers, of each Selling Stockholder if applicable, and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriterthe Underwriters, any Selling Stockholder or the Company Company, the Sellers or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 9 hereof, and will survive delivery of and payment for the SecuritiesShares. The provisions of Sections 7 8 and 8 9 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Dimon Inc
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Underwriter or the Company or any of the officers, directors, employees, agents agents, affiliates within the meaning of Rule 405 under the Act. or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Representations and Indemnities to Survive. The respective agreements, ------------------------------------------- representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Corinthian Colleges Inc
Representations and Indemnities to Survive. The respective agreements, ------------------------------------------ agreements representations, warranties, indemnities and other statements of the Company or its officers, of each the Selling Stockholder Stockholders and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: United Payors & United Providers Inc
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder and of the Underwriters Underwriter set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any the Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, affiliates, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Winnebago Industries Inc
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Issuer and the Parent Guarantor or its officers, of each Selling Stockholder their respective officers and of the Underwriters Initial Purchaser set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder the Initial Purchaser or the Company Issuer or the Parent Guarantor or any of the officers, directors, employees, agents or controlling indemnified persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Global Crossing (UK) Finance PLC
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, affiliates agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Representations and Indemnities to Survive. The respective ------------------------------------------ agreements, representations, warranties, indemnities and other statements of the Company or and its officers, of each Selling Stockholder officers and of the Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder the Initial Purchasers or the Company or any of the officers, directors, employees, agents directors or controlling persons persons, referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Equinix Inc
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder and of the Underwriters set forth in or made pursuant to this Underwriting Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 5(d), 7 and 8 hereof shall survive the termination or cancellation cancelation of this Underwriting Agreement.
Appears in 1 contract
Samples: Advisory Board Co
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each the Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any the Selling Stockholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Agreement (BlackRock Inc.)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its 26 26 officers, of each of the Selling Stockholder Shareholders and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Shareholder or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation cancelation of this Agreement.
Appears in 1 contract
Samples: Box Hill Systems Corp
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Company, the Guarantors or its officers, of each Selling Stockholder their respective officers and of the Underwriters Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Purchaser or the Company Company, the Guarantors or any of the their respective officers, directors, employees, agents or controlling persons referred to in Section 8 9 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 8 and 8 9 hereof shall survive the termination or cancellation of this Agreement. .
Appears in 1 contract
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each the Selling Stockholder Shareholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder the Company or the Company Selling Shareholder or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 9 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 8 and 8 9 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company and the Guarantors or its officers, of each Selling Stockholder their respective officers and of the Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder the Initial Purchasers or the Company and the Guarantors, or any of the officers, directors, employees, agents or controlling indemnified persons referred to in Section 8 9 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 5(l), 8 and 8 9 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Representations and Indemnities to Survive. The respective ------------------------------------------ agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: McLeodusa Inc
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder the Guarantors and of the Underwriters Underwriter set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any the Underwriter, any Selling Stockholder the Guarantors or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 9 hereof, and will survive delivery of and payment for the SecuritiesNotes. The provisions of Sections 7 7, 8 and 8 9 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Jarden Corp
Representations and Indemnities to Survive. The respective ------------------------------------------ agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder the Issuer or its officers and of the Underwriters Underwriter set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriterthe Underwriter or of the Company, any Selling Stockholder or the Company Issuer or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the SecuritiesBonds. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder Shareholder and of the Underwriters Underwriter set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any the Underwriter, any Selling Stockholder Shareholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Lipman Electronic Engineering LTD
Representations and Indemnities to Survive. The respective ------------------------------------------ agreements, representations, warranties, indemnities and other statements of the Company Company, or its officers, of each Selling Stockholder officers and of the Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriterthe Initial Purchasers, any Selling Stockholder or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7, 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 7, 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Registration Rights Agreement (National Steel Corp)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each the Selling Stockholder Stockholders and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder the Company or the Company Selling Stockholders or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 9 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 8 and 8 9 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Genesee & Wyoming Inc
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each the Selling Stockholder Shareholder and of the Underwriters set forth in or made pursuant to this Underwriting Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any the Selling Stockholder Shareholder or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Underwriting Agreement.
Appears in 1 contract
Samples: Homex Development Corp.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Partnership or its officers, of each the Selling Stockholder Unitholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any the Selling Stockholder Unitholder or the Company Partnership or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Northern Border Partners Lp
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Issuer, the Guarantor or its officers, of each Selling Stockholder their officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Underwriter or the Company Issuer, the Guarantor or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the SecuritiesNotes. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Labcorp Holdings Inc.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Issuer or its officers, of each Selling Stockholder officers and of the Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder the Initial Purchasers or the Company Issuer, or any of the indemnified officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Us Oncology Inc
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, each of each the Selling Stockholder Stockholders and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Underwriting Agreement (Aftermarket Technology Corp)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each the Selling Stockholder and of the Underwriters Underwriter set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any the Selling Stockholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 9 hereof, and will survive delivery of and payment for the SecuritiesShares. The provisions of Sections 7 8 and 8 9 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each the Selling Stockholder Stockholders and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Stockholders or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: GameStop Corp.
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder and of the International Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any International Underwriter, any Selling Stockholder or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the International Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: HMT Technology Corp
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Company, the Guarantors or its officers, of each Selling Stockholder their respective officers and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder the Company or the Company Guarantors or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Underwriting Agreement (Armstrong World Industries Inc)
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each the Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by by, or on behalf of of, any Underwriter, any the Selling Stockholder or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Underwriting Agreement (Liberty Mutual Agency Corp)
Representations and Indemnities to Survive. The ------------------------------------------ respective agreements, representations, warranties, indemnities and other statements of the Company Authority or its officers, of each Selling Stockholder officers and of the Underwriters Initial Purchasers set forth in or made pursuant to this Purchase Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder the Initial Purchasers or the Company Authority or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Purchase Agreement.
Appears in 1 contract
Samples: Mohegan Tribal Gaming Authority
Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers, of each Selling Stockholder and of the Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter, any Selling Stockholder Stockholder, or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 8 hereof, and will survive delivery of and payment for the Securities. The provisions of Sections 7 and 8 hereof shall survive the termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Ackerley Group Inc