Survival of Representations and Warranties; Remedy for Breach. (a) Subject to Section 3.5 hereof, all representations and warranties of Contributor contained in this Agreement or in any Schedule, Exhibit, certificate or affidavit delivered pursuant to this Agreement shall survive the Closing.
(b) Subject to the limitations set forth in Section 3.4 hereof, following the Closing, Contributor shall be liable under this Agreement for monetary damages (or otherwise) for breach of any of its representations, warranties, covenants and obligations contained in this Agreement or in any Schedule, Exhibit, certificate or affidavit delivered by Contributor pursuant thereto.
Survival of Representations and Warranties; Remedy for Breach. (a) Subject to Section 3.6, all representations and warranties contained in this Exhibit D or in any Schedule or certificate delivered pursuant hereto shall survive the Closing.
(b) Notwithstanding anything to the contrary in the Agreement or this Exhibit D, no Contributor hereto shall be liable under this Exhibit D or the Agreement for monetary damages (or otherwise) for breach of any of its representations, warranties and covenants contained in this Exhibit D or the Agreement, or in any Schedule, certificate or affidavit delivered by it pursuant thereto, other than pursuant to the succeeding provisions of this Section 3.
Survival of Representations and Warranties; Remedy for Breach. (a) Subject to the limitation period set forth in Section 3.7 of this Exhibit C, all representations and warranties contained in this Exhibit C (as qualified by the Disclosure Schedule) or in any Schedule, Exhibit, certificate or affidavit delivered pursuant to the Agreement shall survive the Closing.
(b) Notwithstanding anything to the contrary in the Agreement or this Exhibit C, following the Closing and issuance of OP Units to the Contributor, the Contributor shall not be liable under this Exhibit C or the Agreement for monetary damages (or otherwise) for breach of any of its representations, warranties, covenants and obligations contained in this Exhibit C or the Agreement (other than the covenants and obligations set forth in Sections 2.5 and 2.6(e) thereof) or in any Schedule, Exhibit, certificate or affidavit delivered by it pursuant thereto, other than pursuant to the succeeding provisions of this Article 3, which, except as provided in Sections 8.13 and 8.14 of the Agreement, shall be the sole and exclusive remedy with respect thereto. In furtherance of the foregoing provision relating to exclusive remedy, each of the Operating Partnership and the Company hereby expressly waives any rights or claims it may have to pursue any remedy against the Contributor or any of its affiliates following the Closing and payment of cash and issuance of OP Units to the Contributor, whether under statute or common law, including, without limitation, any rights arising under any Environmental Law, other than (i) as provided in this Article 3 or in Sections 8.13 and 8.14 of the Agreement, and (ii) with respect to the covenants and obligations described in Sections 2.5 and 2.6(e) of the Agreement. In no event shall the constituent members, partners, employees, officers, directors, managers, advisers, agents or representatives of the Contributor, or of any Entity other than the Contributor, be liable for monetary damages (or otherwise) for any breach of any of the representations, warranties, covenants and obligations contained in this Exhibit C or the Agreement or in any Schedule, Exhibit, certificate or affidavit delivered by the Contributor or Entity pursuant thereto.
Survival of Representations and Warranties; Remedy for Breach. (a) Subject to ARTICLE 3.6, all representations and warranties contained in this EXHIBIT E or in any Schedule or certificate delivered pursuant hereto shall survive the Closing.
(b) Notwithstanding anything to the contrary in the Contribution Agreement or this EXHIBIT E, no party hereto shall be liable under this EXHIBIT E or the Contribution Agreement for monetary damages (or otherwise) for breach of any of its representations and warranties contained in this EXHIBIT E or the Contribution Agreement, or in any Schedule, certificate or affidavit delivered by it pursuant thereto, other than pursuant to the succeeding provisions of this ARTICLE 3.
Survival of Representations and Warranties; Remedy for Breach. (a) All representations and warranties of the Seller contained in this Agreement or in any Schedule, Exhibit, certificate or affidavit delivered pursuant to this Agreement shall survive the Closing.
(b) Following the Closing, the Seller shall be liable under this Agreement for monetary damages (or otherwise) for breach of any of his representations, warranties, covenants and obligations contained in this Agreement or in any Schedule, Exhibit, certificate or affidavit delivered by the Seller pursuant thereto.
Survival of Representations and Warranties; Remedy for Breach. All of the representations and warranties contained in this Contribution Agreement or in any document delivered pursuant hereto shall survive the Closing for a period of one (1) year from and after the Closing. Any claim for indemnification under Sections 5.3 hereof must be asserted in writing by the Indemnified Party, as the case may be, stating the nature of the Losses and the basis for the indemnification therefor within one (1) year from and after the Closing. If so asserted in writing within one (1) year from and after the Closing, such claims for indemnification shall survive until resolved by mutual agreement between the parties to such claim or until final judicial determination. Any claim for indemnification not so asserted in writing within one (1) year from and after the Closing shall not thereafter be asserted and shall forever be waived.
Survival of Representations and Warranties; Remedy for Breach. (i) All representations and warranties contained in this Agreement or in any Schedule or certificate delivered pursuant hereto shall survive the Closing for the period specified in Section 3.3(e).
(ii) Notwithstanding anything to the contrary in this Agreement, none of the Contributor, the Company or the Operating Partnership shall be liable under this Agreement for monetary damages (or otherwise) for breach of any of their respective representations, warranties and covenants contained in Section 3.1 or Section 3.2, as applicable, or this Agreement, or in any Schedule, certificate or affidavit delivered by it pursuant thereto, other than pursuant to the succeeding provisions of this Section 3.3.
(iii) Notwithstanding anything to the contrary in this Agreement, any party may bring suit or pursue any other legal right available to such party as a result of willful misconduct or fraud by any other party to this Agreement.
Survival of Representations and Warranties; Remedy for Breach. (a) Subject to Section 3.5 hereof, all representations and warranties of Seller contained in this Agreement or in any Schedule, Exhibit, certificate or affidavit delivered pursuant to this Agreement shall survive the Closing for a period of twelve (12) months.
(b) Subject to the limitations set forth in Section 3.4 hereof, following the Closing, Seller shall be liable under this Agreement for monetary damages (or otherwise) for breach of any of its representations, warranties, covenants and obligations contained in this Agreement or in any Schedule, Exhibit, certificate or affidavit delivered by Seller pursuant thereto.
Survival of Representations and Warranties; Remedy for Breach. (i) All representations and warranties contained in this Agreement or in any Schedule or certificate delivered pursuant hereto shall survive the Closing for the period specified in Section 3.4(f).
(ii) Notwithstanding anything to the contrary in this Agreement, no Contributor shall be liable under this Agreement for monetary damages (or otherwise) for breach of any of its representations, warranties and covenants contained in Section 3.3 or this Agreement, or in any Schedule, certificate or affidavit delivered by it pursuant thereto, other than pursuant to the succeeding provisions of this Section 3.4.
(iii) Notwithstanding anything to the contrary in this Agreement, any party may bring suit or pursue any other legal right available to such party as a result of fraud by any other party to this Agreement.
Survival of Representations and Warranties; Remedy for Breach. Except as to representations and warranties contained in Sections 6.1.8 (as to title to assets only), 6.
