Common use of Survival; Claims Clause in Contracts

Survival; Claims. The representations and warranties set forth in Articles 2 and 3 above, and the indemnification rights set forth in this Article 4, shall survive for a period of one (1) year after the date hereof. No party shall have any liability for any breach of any representation or warranty set forth herein unless the other party shall have given it written notice of such breach promptly upon becoming aware of same and prior to the first anniversary of the date of this Agreement. Such notice shall identify the applicable Section of this Agreement, the alleged breach and the amounts for which the indemnitor is alleged to be liable in detail. The indemnitor shall be entitled to assume the defense of any third-party claim, provided that it admits in writing its obligation to indemnify the indemnitee for such claim.

Survival; Claims. The representations and warranties set forth in Articles 2 II and 3 III above, and the indemnification rights set forth in this Article 4IV, shall survive for a period of one (1) year after the date hereof. No party shall have any liability for any breach of any representation or warranty set forth herein unless the other party shall have given it written notice of such breach promptly upon becoming aware of same and prior to the first anniversary of the date of this Agreement. Such notice shall identify the applicable Section of this Agreement, the alleged breach and the amounts for which the indemnitor is alleged to be liable in detail. The indemnitor shall be entitled to assume the defense of any third-party claim, provided that it admits in writing its obligation to indemnify the indemnitee for such claim.