Common use of Survival of Representations and Warranties of the Purchaser Clause in Contracts

Survival of Representations and Warranties of the Purchaser. The representations and warranties of the Purchaser contained in this Agreement and in any Closing Document and in any agreement, certificate, affidavit, statutory declaration or other document delivered or given pursuant to this Agreement or any Closing Document shall survive the Closing and, notwithstanding the Closing or any investigation made by or on behalf of the Vendor with respect thereto, shall continue in full force and effect for the benefit of the Vendor provided, however, that no claim in respect thereof shall be valid unless it is made within the following time periods: (a) in the case of a claim in respect of the Purchaser’s Core Representations and Warranties (and the corresponding representations and warranties set out in the Purchaser’s Closing Certificate), [ ]; (b) in the case of a claim in respect of any other representation and warranty (and the corresponding representations and warranties set out in the Purchaser’s Closing Certificate), within a period of [ ] from the Closing Date; and any such claim shall be made in accordance with the provisions set forth in Article 8 and, upon the expiry of the relevant limitation period referred to in Subsections (a) and (b) of this Section 4.5, the Purchaser shall have no further liability to the Vendor with respect to any of such representations or warranties, except with respect to claims which have been properly made in accordance with the provisions set forth above.

Survival of Representations and Warranties of the Purchaser. The representations and warranties of the Purchaser contained in this Agreement and in any Closing Document closing document and in any agreement, certificate, affidavit, statutory declaration or other document delivered or given pursuant to this Agreement or any Closing Document closing document shall survive the Closing and, notwithstanding the Closing or any investigation made by or on behalf of the Vendor Vendors with respect thereto, shall continue in full force and effect for the benefit of the Vendor Vendors provided, however, that no claim in respect thereof shall be valid unless it is made within the following time periods: (a) in the case of a claim in respect of the Purchaser’s Core Representations and Warranties (and the corresponding representations and warranties set out forth in the Purchaser’s Closing CertificateSubsection (1), [ ];there shall be no time limit within which such a claim may be made; and (b) in the case of a claim in respect of any other representation and warranty (and the corresponding representations and warranties set out in the Purchaser’s Closing Certificate)warranty, within a period of [ ] two years from the Closing Date; and any such claim shall be made in accordance with the provisions set forth in Article 8 6 and, upon the expiry of the relevant limitation period referred to in Subsections (a) and (b) of this Section 4.5period, the Purchaser shall have no further liability to the either Vendor with respect to any of such representations or warranties, except with respect to claims which have been properly made in accordance with the provisions set forth above.

Survival of Representations and Warranties of the Purchaser. The representations and warranties of the Purchaser contained in this Agreement and in any Closing Document and in any agreement, certificate, affidavit, statutory declaration or other document delivered or given pursuant to this Agreement or any Closing Document shall survive the Closing and, notwithstanding the Closing or any investigation made by or on behalf of the Vendor with respect thereto, shall continue in full force and effect for the benefit of the Vendor provided, however, that no claim in respect thereof shall be valid unless it is made within the following time periods: (a) in the case of a claim in respect of the Purchaser’s Core Representations and Warranties (and the corresponding representations and warranties set out forth in the Purchaser’s Closing Certificate)Section 4.2.1, [ ];there shall be no time limit within which such a claim may be made; and (b) in the case of a claim in respect of any other representation and warranty (and the corresponding representations and warranties set out in the Purchaser’s Closing Certificate)warranty, within a period of [ * ] from the Closing Date; and any such claim shall be made in accordance with the provisions set forth in Article 8 7 and, upon the expiry of the relevant limitation period referred to in Subsections (a) and (b) of this Section 4.5period, the Purchaser shall have no further liability to the Vendor with respect to any of such representations or warranties, except with respect to claims which have been properly made in accordance with the provisions set forth above.

Survival of Representations and Warranties of the Purchaser. The representations and warranties of the Purchaser contained in this Agreement and in any Closing Document and in any agreement, certificateinstrument, affidavit, statutory declaration certificate or other document executed or delivered or given pursuant to this Agreement or any Closing Document hereto shall survive the closing of the transactions contemplated hereby for a period of one year after the Closing Date unless a bona fide notice of a claim shall have been made in writing before the expiry of that period, in which case the representation and warranty to which such notice applies shall survive in respect of that claim until the final determination or settlement of the claim, and, notwithstanding the Closing or such closing nor any investigation made by or on behalf of the Vendor with respect theretoVendor, shall continue in full force and effect for the benefit of the Vendor providedduring such period, however, that no claim in respect thereof shall be valid unless it is made within the following time periodsexcept that: (a) the representations and warranties set out in the case of a claim in respect of the Purchaser’s Core Representations Sections 4.1(a) and Warranties 4.1(c) (and the corresponding representations and warranties set out in the Purchaser’s Closing Certificate), [ ];certificates delivered on behalf of the Purchaser pursuant to Section 6.2(b) shall survive and continue in full force and effect without limitation of time; and (b) in the case of a claim in respect for any breach of any other representation and warranty (and of the corresponding representations and warranties set out contained in the Purchaser’s Closing Certificate)this Agreement or in any agreement, within a period of [ ] from instrument, certificate or other document executed or delivered pursuant hereto involving fraud or fraudulent misrepresentation may be made at any time following the Closing Date; and any such claim shall be made in accordance with the provisions set forth in Article 8 and, upon the expiry of the relevant subject only to applicable limitation period referred to in Subsections (a) and (b) of this Section 4.5, the Purchaser shall have no further liability to the Vendor with respect to any of such representations or warranties, except with respect to claims which have been properly made in accordance with the provisions set forth aboveperiods imposed by law.