Survival; Defined Terms Sample Clauses
Survival; Defined Terms. Each party’s obligations under this Section 3.01 shall survive the resignation or replacement of the Administrative Agent or any assignment of rights by, or the replacement of, a Lender, the termination of the Commitments and the repayment, satisfaction or discharge of all obligations under any Loan Document. For purposes of this Section 3.01, the term “applicable law” includes FATCA.
Survival; Defined Terms. All representations, warranties, covenants and obligations in this Agreement and any other certificate delivered pursuant to this Agreement, and the indemnification provided under this Section shall survive Closing or the earlier termination of this Agreement for a period of one (1) year, other than the representations and warranties in Sections 11(A)(i)-(ii) and (iv)-(v), Sections 12(B)(i)-(ii) and Section 24, which shall survive indefinitely, the indemnification under Sections 12(A), 12(B) and 29, which shall survive for the greater of three (3) years or the applicable statute of limitations, and covenants and agreements that are to be performed following the Closing, which shall survive until such covenants or agreements are performed in accordance with this Agreement. For purposes of this Agreement: (i) “Claims” means any claims, actions, proceedings, investigations, liabilities, expenses, costs, fines, penalties, reasonable attorneys’ fees, losses and other damages; and (ii) a Party’s “Indemnitees” means its directors, officers, managers, employees, members, agents, representatives, affiliates, guests, invitees, representatives, heirs, successors and assigns.