Survival; Claims Period. (i) The representations and warranties of the Parties under this Agreement shall survive the execution and delivery of this Agreement and shall continue in full force and effect until the 18-month anniversary of the Closing Date (the “Expiration Date”); provided that the Contributor Fundamental Representations and Partnership Fundamental Representations shall survive for a period equal to the applicable statute of limitations for each such representation (the “Fundamental Expiration Date”). (ii) No action for any violation, breach or inaccuracy of any representation or warranty contained herein shall be brought after the Expiration Date or the Fundamental Expiration Date, as applicable, except for claims of which a Party has received a Claim Notice setting forth in reasonable detail the claimed misrepresentation or breach of warranty with reasonable detail, prior to the Expiration Date.
Appears in 2 contracts
Samples: Contribution Agreement (Azure Midstream Partners, Lp), Contribution Agreement
Survival; Claims Period. (i) The representations and warranties of the Parties under this Agreement shall survive the execution and delivery of this Agreement and shall continue in full force and effect until the 18-month two year anniversary of the Closing Date (the “Expiration Date”); provided that the Contributor Buyer Fundamental Representations and Partnership the Seller Fundamental Representations shall survive for a period equal to the applicable statute of limitations for each such representation (the “Fundamental Expiration Date”).
(ii) No action for any violation, a breach or inaccuracy of any representation or warranty contained herein shall be brought after the Expiration Date or the Fundamental Expiration Date, as applicable, except for claims of which a Party has received a Claim Notice setting forth in reasonable detail the claimed misrepresentation or breach of warranty with reasonable detail, prior to the Expiration Date.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Spark Energy, Inc.)
Survival; Claims Period. (i) The representations and warranties of the Parties under this Agreement shall survive the execution and delivery of this Agreement and shall continue in full force and effect until the 18-month anniversary of the Closing Date (the “Expiration Date”); provided that the Contributor Buyer Fundamental Representations and Partnership the Seller Fundamental Representations shall survive for a period equal to the applicable statute of limitations for each such representation (the “Fundamental Expiration Date”).
(ii) No action for any violation, a breach or inaccuracy of any representation or warranty contained herein shall be brought after the Expiration Date or the Fundamental Expiration Date, as applicable, except for claims of which a Party has received a Claim Notice setting forth in reasonable detail the claimed misrepresentation or breach of warranty with reasonable detail, prior to the Expiration Date.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Spark Energy, Inc.)
Survival; Claims Period. (i) The representations and warranties of the Parties under this Agreement shall survive the execution and delivery of this Agreement and shall continue in full force and effect until the 18-month second anniversary of the Closing final Effective Transfer Date (the “Expiration Date”); provided that the Contributor Buyer Fundamental Representations and Partnership the NGE Fundamental Representations shall survive for a period equal to the applicable statute of limitations for each such representation (the “Fundamental Expiration Date”).
(ii) No action for any violation, a breach or inaccuracy of any representation or warranty contained herein shall be brought after the Expiration Date or the Fundamental Expiration Date, as applicable, except for claims of which a Party has received a Claim Notice setting forth in reasonable detail the claimed misrepresentation or breach of warranty with reasonable detail, prior to the Expiration Date.
Appears in 1 contract