Common use of Survival Date Clause in Contracts

Survival Date. Buyer will not be liable with respect to any claim made pursuant to Section 6.3(a)(i) above for the breach of any representation or warranty contained in Article 3 of this Agreement unless written notice of a possible claim for indemnification with respect to such breach is given by the Company to Buyer as follows: (i) at any time with respect to claims arising under Sections 3.1 (Organization of Buyer) and/or 3.2 (Authorization of Transaction) (the representations and warranties contained in the Sections referenced in this clause (i) are collectively referred to herein as the “Seller Fundamental Representations” and, individually, as a “Seller Fundamental Representation”); (ii) on or before the first anniversary of the Closing Date with respect to claims arising under any other Sections of Article 3; and (iii) notwithstanding the foregoing and subject to the limitations set forth in Section 6.3(c) below, so long as written notice is given on or prior to the applicable Survival Date contained in this Section 6.3(b) with respect to any claim, Buyer shall be required to indemnify any Seller Party for all Losses that any Seller Party may suffer with respect to such claim until such claim is finally resolved.

Survival Date. Buyer will not be liable with respect to any claim made pursuant to Section 6.3(a)(i) above for the breach of any representation or warranty contained in Article 3 of this Agreement unless written notice of a possible claim for indemnification with respect to such breach is given by the Company Representative to Buyer as follows: (i) at any time with respect to claims arising under Sections 3.1 (Organization of Buyer) and/or 3.2 (Authorization of Transaction) (the representations and warranties contained in the Sections referenced in this clause (i) are collectively referred to herein as the “Seller Buyer Fundamental Representations” and, individually, as a “Seller Buyer Fundamental Representation”); (ii) on or before the first anniversary of the Closing Date with respect to claims arising under any other Sections of Article 3; and (iii) notwithstanding the foregoing and subject to the limitations set forth in Section 6.3(c) below, so long as written notice is given on or prior to the applicable Survival Date contained in this Section 6.3(b) with respect to any claim, Buyer shall be required to indemnify any Seller Party for all Losses that any Seller Party may suffer with respect to such claim until such claim is finally resolved.

Survival Date. Buyer will not be liable with respect to any claim made pursuant to Section 6.3(a)(i) above for the breach of any representation or warranty contained in Article 3 of this Agreement unless written notice of a possible claim for indemnification with respect to such breach is given by the Company Representative to Buyer as follows: (i) at any time with respect to claims arising under Sections 3.1 (Organization of Buyer) and/or 3.2 (Authorization of Transaction) (the representations and warranties contained in the Sections referenced in this clause (i) are collectively referred to herein as the “Seller Fundamental Representations” and, individually, as a “Seller Fundamental Representation”); (ii) on or before the first anniversary of the Closing Date with respect to claims arising under any other Sections of Article 3; and (iii) notwithstanding the foregoing and subject to the limitations set forth in Section 6.3(c) below, so long as written notice is given on or prior to the applicable Survival Date contained in this Section 6.3(b) with respect to any claim, Buyer shall be required to indemnify any Seller Party for all Losses that any Seller Party may suffer with respect to such claim until such claim is finally resolved.

Survival Date. Buyer will not be liable with respect to any claim made pursuant to Section 6.3(a)(i) above for the breach of any representation or warranty contained in Article 3 of this Agreement unless written notice of a possible claim for indemnification with respect to such breach is given by a Company Party to the Company to Buyer as followsCompany: (i) at any time with respect to claims arising under Sections 3.1 (Organization of Buyer) and/or ), 3.2 (Authorization of Transaction) and 3.3 (Noncontravention), as applicable (the representations and warranties contained in the Sections referenced in this clause (i) are collectively referred to herein as the “Seller Company Fundamental Representations” and, individually, as a “Seller Company Fundamental Representation”);; and (ii) on or before the first anniversary of the Closing Date with respect to claims arising under any other Sections of Article 3; and (iii) notwithstanding the foregoing and it being understood that, subject to the limitations set forth in Section 6.3(c) below, so long as written notice is given on or prior to the applicable Survival Date contained in this Section 6.3(b) with respect to any claim, Buyer shall be required to indemnify any Seller Company Party for all Losses that any Seller Company Party may suffer with respect to such claim until such claim is finally resolvedthrough the date of the claim, the end of the survival period and beyond.