Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the Issuers, their officers and the Underwriters set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuer, any of its officers or directors, the Underwriters or any controlling person referred to in Section 9 hereof and (ii) delivery of and payment for the Securities. The respective agreements, covenants, indemnities and other statements set forth in Sections 7, 9, 10, 15 and 16 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 6 contracts
Samples: Underwriting Agreement (Directv), Underwriting Agreement (Directv), Underwriting Agreement (Directv)
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the IssuersCompany, their its officers and the Underwriters Initial Purchaser set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Company, any of its officers or directors, the Underwriters Initial Purchaser or any controlling person referred to in Section 9 hereof and (ii) delivery of and payment for the SecuritiesNotes. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 9 and 15 and 16 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 5 contracts
Samples: Stock Purchase Agreement (Universal Compression Holdings Inc), Asset Purchase Agreement (Geo Specialty Chemicals Inc), Young America Holdings Inc
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the IssuersCompany, their its officers and the Underwriters Initial Purchasers set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Company, any of its officers or directors, the Underwriters Initial Purchasers or any controlling person referred to in Section 9 hereof and (ii) delivery of and payment for the SecuritiesNotes. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 10 and 15 and 16 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 5 contracts
Samples: Purchase Agreement (Iridium Communications Inc.), Purchase Agreement (LGI Homes, Inc.), Purchase Agreement (Sunedison, Inc.)
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the IssuersCompany, their its officers and the Underwriters Initial Purchasers set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Company, any of its officers or directors, the Underwriters Initial Purchasers or any controlling person referred to in Section 9 hereof and (ii) delivery of and payment for the SecuritiesNotes. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 15 10 and 16 13 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 4 contracts
Samples: Purchase Agreement (Istar Financial Inc), Purchase Agreement (Istar Financial Inc), Purchase Agreement (Istar Financial Inc)
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the Issuers, their Company and its officers and the Underwriters Initial Purchaser set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Company and its Subsidiaries, any of its their respective officers or directors, the Underwriters Initial Purchaser or any controlling person referred to in Section 9 hereof and (ii) shall survive delivery of and payment for the SecuritiesUnits. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 15 9 and 16 14 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 3 contracts
Samples: Discovery Zone Inc, New World Coffee Manhattan Bagel Inc, Discovery Zone Inc
Survival Clause. The respective representations, warranties, --------------- agreements, covenants, indemnities and other statements of the IssuersCompany, their its officers and the Underwriters Initial Purchaser set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Company, any of its officers or directors, the Underwriters Initial Purchaser or any controlling other person referred to in Section 9 hereof and (ii) delivery of and payment for the SecuritiesNotes. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 9 and 15 and 16 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 3 contracts
Samples: Purchase Agreement (Therma Wave Inc), Purchase Agreement (Mediaamerica Inc), Purchase Agreement (Therma Wave Inc)
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the IssuersCompany, their officers the Company's officers, and the Underwriters set forth in this Agreement or made by or on behalf of them them, respectively, pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuer, the Company or any of its officers or directors, the Underwriters or any controlling person referred to in Section 9 8 hereof and (ii) delivery of and payment for the Securities. The respective agreements, covenants, indemnities and other statements set forth in Sections 7, 9, 10, 15 6 and 16 8 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 3 contracts
Samples: Underwriting Agreement (Atlas Air Inc), Atlas Air Inc, Fibermark Inc
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the IssuersCompany, their respective officers and the Underwriters Initial Purchaser set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Company, any of its their respective officers or directors, the Underwriters Initial Purchaser or any controlling other person referred to in Section 9 hereof and (ii) delivery of and payment for the SecuritiesNotes. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 9 and 15 and 16 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 3 contracts
Samples: Purchase Agreement (Comforce Corp), Purchase Agreement (Anacomp Inc), Comforce Corp
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the Issuers, their Company or its officers and of the Underwriters Purchaser set forth in this Agreement or made by or on behalf of them them, respectively, pursuant to this Agreement shall remain in full force and effect, regardless of (i) (other than with respect to any facts or circumstances known to the Purchaser on the date of this Agreement) any investigation made by or on behalf of any Issuer, any of its officers the Company or directors, the Underwriters or any controlling person referred to in Section 9 hereof Purchaser and (ii) delivery of and payment for the Securities. The respective agreements, covenants, indemnities and other statements set forth in Sections 7, 9, 10, 15 6 and 16 10 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 3 contracts
Samples: Purchase Agreement (E Spire Communications Inc), Purchase Agreement (E Spire Communications Inc), Huff William R
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the IssuersCompany, their its officers and the Underwriters Initial Purchasers set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Company, any of its officers or directors, the Underwriters Initial Purchasers or any controlling person referred to in Section 9 hereof and (ii) delivery of and payment for the SecuritiesNotes. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 9 and 15 and 16 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Universal Compression Inc), Carter William Co /Ga/, FWT Inc
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the IssuersCompany, their its officers and the Underwriters set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Company, any of its officers or directors, the Underwriters or any controlling person referred to in Section 9 7 hereof and (ii) delivery of and payment for the SecuritiesNotes. The respective agreements, covenants, indemnities and other statements set forth in Sections 5, 7, 9, 10, 15 9 and 16 18 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Underwriting Agreement (Timken Co), Underwriting Agreement (Timken Co)
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the Issuers, their respective officers and the Underwriters Initial Purchaser set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Issuers, any of its their respective officers or directors, the Underwriters Initial Purchaser or any controlling person referred to in Section 9 hereof and (ii) delivery of and payment for the Securities. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 9 and 15 and 16 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 2 contracts
Samples: Outsourcing Services (Aerosol Services Co Inc), Merger Agreement (Arcon Coating Mills Inc)
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the IssuersCompany, their its officers (on behalf of the Company) and the Underwriters Initial Purchaser set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Company, any of its officers or directors, the Underwriters Initial Purchaser or any controlling person referred to in Section 9 hereof and (ii) delivery of and payment for the SecuritiesNotes. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 10 and 15 and 16 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 2 contracts
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the IssuersCompany, their its officers and the Underwriters Underwriter set forth in this Agreement or made by or on behalf of them them, respectively, pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Company, any of its officers or directors, the Underwriters Underwriter or any controlling person referred to in Section 9 8 hereof and (ii) delivery of and payment for the Securities. The respective agreements, covenants, indemnities and other statements set forth in Sections 7, 9, 10, 15 6 and 16 8 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 2 contracts
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the Issuers, their officers and the Underwriters set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Issuers, any of its officers or directors, the Underwriters or any controlling person referred to in Section 9 8 hereof and (ii) delivery of and payment for the Securities. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 98, 10, 15 9 and 16 14 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Fleming Companies Inc /Ok/
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the IssuersCompany, their its officers and the Underwriters Initial Purchasers set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Company, any of its officers or directors, the Underwriters Initial Purchasers or any controlling person referred to in Section 9 hereof and (ii) delivery of and payment for the Securities. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 11 and 15 and 16 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 1 contract
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the Issuers, their Company its respective officers and the Underwriters Initial Purchaser set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Company, any of its officers or directors, the Underwriters Initial Purchaser or any controlling other person referred to in Section 9 hereof and (ii) delivery of and payment for the Securities. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 15 9 and 16 17 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Unit Agreement (Mentus Media Corp)
Survival Clause. The respective representations, warranties, --------------- agreements, covenants, indemnities and other statements of the Issuers, their officers and the Underwriters Initial Purchasers set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Issuers, any of its their officers or directors, the Underwriters Initial Purchasers or any controlling person referred to in Section 9 hereof and (ii) delivery of and payment for the Securities. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 9 and 15 and 16 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 1 contract
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the IssuersCompany, their its officers and the Underwriters Initial Purchasers set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Company, any of its officers or directors, the Underwriters Initial Purchasers or any controlling other person referred to in Section 9 hereof and (ii) delivery of and payment for the SecuritiesNotes. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 9 and 15 and 16 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 1 contract
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the IssuersCompany, the Guarantors, their respective officers and the Underwriters set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of the Company or any IssuerGuarantor, any of its their respective officers or directors, the Underwriters or any controlling person referred to in Section 9 8 hereof and (ii) delivery of and payment for the Securities. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 15 8 and 16 14 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Salem Communications Corp /De/
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the IssuersCompany, their its officers and the Underwriters Initial Purchasers set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (ia) any investigation made by or on behalf of any Issuerthe Company, any of its officers or directors, the Underwriters Initial Purchasers or any controlling person referred to in Section 9 hereof and (iib) delivery of and payment for the SecuritiesNotes. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 9 and 15 and 16 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Gaylord Container Corp /De/
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the IssuersCompany, the Guarantors, their respective officers and the Underwriters Lenders set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Company, the Guarantors, any of its their respective officers or directors, the Underwriters Lenders or any controlling person referred to in Section 9 11 hereof and (ii) delivery the making of and payment for the SecuritiesLoans. The respective agreements, covenants, indemnities and other statements set forth in Sections 7, 911, 1018, 15 23, 24 and 16 25 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 1 contract
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the Issuers, Company and their respective officers and the Underwriters Initial Purchasers set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Company, any of its their officers or directors, the Underwriters Initial Purchasers or any controlling person referred to in Section 9 hereof and (ii) delivery of and payment for the SecuritiesShares. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 9 and 15 and 16 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 1 contract
Survival Clause. The respective --------------- representations, warranties, agreements, covenants, indemnities and other statements of the IssuersCompany, their its officers and the Underwriters Initial Purchasers set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Company, any of its officers or directors, the Underwriters Initial Purchasers or any controlling other person referred to in Section 9 hereof and (ii) delivery of and payment for the SecuritiesNotes. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 9 and 15 and 16 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Dade International Inc
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the Issuers, their Company and its officers and the Underwriters Initial Purchaser set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuer, the Company or any of its officers or directors, the Underwriters Initial Purchaser or any controlling person referred to in Section 9 hereof and (ii) delivery of and payment for the SecuritiesNotes. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 9 and 15 and 16 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Purchase Agreement (Universal Hospital Services Inc)
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the Issuers, their officers and the Underwriters Initial Purchasers set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Issuers, any of its their officers or directors, the Underwriters Initial Purchasers or any controlling person referred to in Section 9 hereof and (ii) delivery of and payment for the SecuritiesNotes. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 10 and 15 and 16 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Mobile Mini Inc
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the IssuersCompany, their its officers and the Underwriters set forth in this Agreement or made by or on behalf of them them, respectively, pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuer, the Company any of its officers or directors, the Underwriters or any controlling person referred to in Section 9 hereof and (ii) delivery of and payment for the Securities. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 15 9 and 16 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Underwriting Agreement (Magnum Hunter Resources Inc)
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the IssuersCompany, their its officers and the Underwriters Initial Purchasers set forth in this Agreement or made by or on behalf of them pursuant to this Agreement shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Company, any of its officers or directors, the Underwriters Initial Purchasers or any controlling other person referred to in Section 9 hereof and (ii) delivery of and payment for the SecuritiesNotes. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 9 and 15 and 16 hereof shall remain in full force and effect, regardless of any termination or cancellation cancelation of this Agreement.
Appears in 1 contract
Survival Clause. The respective representations, warranties, agreements, covenants, indemnities and other statements of the Issuers, their officers and the Underwriters set forth in this Agreement or made by or on behalf of them pursuant to this Agreement or contained in the certificates of the Company, submitted hereto, shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of any Issuerthe Company, any of its officers or directors, the Underwriters Initial Purchaser or any controlling person referred to in Section 9 hereof and (ii) delivery of and payment for the SecuritiesNotes. The respective agreements, covenants, indemnities and other statements set forth in Sections 76, 9, 10, 9 and 15 and 16 hereof shall remain in full force and effect, regardless of any termination or cancellation of this Agreement.
Appears in 1 contract
Samples: Purchase Agreement (Bway Corp)