Survival and Notice. Notwithstanding Section 8.1 of the Merger Agreement, for purposes of this Agreement all representations and warranties of the Company in the Merger Agreement shall survive the Closing Date and the consummation of the transactions contemplated hereby and shall not be affected by any examination made for or on behalf of any party, the knowledge of any of such party's officers, directors, stockholders, employees, or agents, or the acceptance of any certificate or opinion. Notwithstanding the foregoing, with respect to the representations and warranties contained in Article 3 of the Merger Agreement, HK shall not be entitled to recover for any Loss pursuant to Section 7(b) unless written notice of a claim thereof is delivered to the Shareholders before the Applicable Limitation Date. For purposes of this Agreement, the term "Applicable Limitation Date" shall mean March 31, 2001; provided that the Applicable Limitation Date with respect to any Loss arising from or related to a breach of the representations and warranties of the Company set forth in Section 3.1 (Organization and Qualifications; Subsidiaries), 3.2 (Capitalization; Subsidiaries), 3.3 (Authority Relative to this Agreement), and 3.9 (Taxes) of the Merger Agreement shall be the date of expiration of the statute of limitations applicable to the statute, regulation or other authority which related to such Loss (including extensions or waivers thereof). All statements as to factual matters contained in any certificate or other instrument delivered at the Closing on behalf any Shareholder, the Company or its Subsidiaries shall be deemed to be representations and warranties by such party hereunder as of the Closing Date.
Survival and Notice. 15.1.1 The liability of Buyer under its representations and warranties contained in this Agreement shall survive the Closing and the execution and delivery of the assignments contemplated hereby.
Survival and Notice. (a) The rights of termination contained in Section 11 may be exercised by the Agent and are in addition to any other rights or remedies the Agent may have in respect of any default, act or failure to act or non-compliance by the Company in respect of any matters contemplated by this Agreement or otherwise. In the event of any such termination, there will be no further liability on the part of the Agent to the Company or on the part of the Company to the Agent except in respect of any liability or obligation which may have arisen or arises after such termination under Sections 1, 2.4, 9, 12 or 13, which Sections will survive the termination of this Agreement.
Survival and Notice. The liability of Flextrend and the Company under each of their respective representations, warranties and covenants contained in this Agreement shall survive the Closing and execution and delivery of the assignments contemplated hereby. Any assertion by any party to this Agreement that any party is liable for the inaccuracy of any representation or warranty or the breach of any covenant (except in Section 7.5, which shall survive until the closing of the applicable statute of limitations) must be made in writing and must be given to the other party not later than the first Business Day occurring eighteen months after the date of Closing. The notice shall state the facts known to the person providing such notice that give rise to such notice in sufficient detail to allow the receiving person to evaluate the claim.
Survival and Notice. The provisions of Sections 6 and 8 shall survive the termination of Employee's employment with Employer, regardless of the circumstances of such termination and regardless of whether such termination is voluntary or involuntary. Employee shall, for a period of one (1) year following his termination of employment with Employer, inform any new employer, including any person for whom Employee provides services as an independent contractor, of the provisions of Sections 6 and 8 of this Agreement; but the termination of such requirement after one (1) year shall not limit the continuing obligations of Employee under Section 8 of this Agreement.
Survival and Notice. 11.1. This Agreement shall have legally binding force from the date specified in the preamble of this Agreement that goes after the title of this Agreement on page 1 if it is signed by both Parties, and its effect is not limited in time. After 45 (forty-five) days after receiving a written notice about Agreement termination, CONTRACTOR shall delete all copies of any materials gathered or produced relating to services provided to CLIENT.
Survival and Notice
