Common use of Survival of Representations; Claims for Indemnification Clause in Contracts

Survival of Representations; Claims for Indemnification. All representations and warranties made by the Transferor and the Transferee in this Agreement, or in any instrument or document furnished in connection with this Agreement or the transactions contemplated hereby, shall survive the Closing and the consummation of the transactions contemplated hereby and continue until six (6) months following the Closing Date, at which time they shall expire and terminate. Notwithstanding the foregoing, (a) the representations and warranties of the Transferor contained in Sections 2, 3.01, 3.02, and 3.03 and of the Transferee contained in Sections 5.01 and 5.03 shall survive the Closing and the consummation of the transactions contemplated hereby without limitation, and (b) any valid claim that is properly asserted in writing pursuant to Section 9.03 prior to the expiration as provided in this Section 9.06 of the representation or warranty that is the basis for such claim shall survive until such claim is finally resolved and satisfied.

Appears in 2 contracts

Samples: Stock and Asset Acquisition Agreement (Navisite Inc), Stock and Asset Acquisition Agreement (Navisite Inc)

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Survival of Representations; Claims for Indemnification. All representations and warranties made by the Transferor and the Transferee in this Agreement, or in any instrument or document furnished in connection with this Agreement or the transactions contemplated hereby, shall survive the Closing and the consummation of the transactions contemplated hereby and continue until six (6) months following the Closing Date, at which time they shall expire and terminatefor 12 months. Notwithstanding the foregoing, (a) the representations and warranties of the Transferor contained in Sections 2, 3.01, 3.02, and 3.03 and of the Transferee contained in Sections 5.01 4.01, 4.02, and 5.03 4.03 shall survive the Closing and the consummation of the transactions contemplated hereby without limitation, and (b) any valid claim that is properly asserted in writing pursuant to Section 9.03 9.01 and/or 9.02 prior to the expiration as provided in this Section 9.06 of the representation or warranty that is the basis for such claim shall survive until such claim is finally resolved and satisfied. Notwithstanding anything herein to the contrary, the covenants set forth herein at Section 8.01 hereof shall survive for an indefinite period of time unless otherwise set forth in such section.

Appears in 2 contracts

Samples: Asset Acquisition Agreement (Cardium Therapeutics, Inc.), Asset Acquisition Agreement (Cell-Nique Corp)

Survival of Representations; Claims for Indemnification. All representations and warranties made by the Transferor and the Transferee in this Agreement, or in any instrument or document furnished in connection with this Agreement or the transactions contemplated hereby, shall survive the Closing and the consummation of the transactions contemplated hereby and continue until six for twelve (612) months following the Closing Date, at which time they shall expire and terminatemonths. Notwithstanding the foregoing, (a) the representations and warranties of the Transferor contained in Sections 2, 3.01, 3.02, and 3.03 and of the Transferee contained in Sections 5.01 4.01 and 5.03 4.03 shall survive the Closing and the consummation of the transactions contemplated hereby without limitation, and (b) any valid claim that is properly asserted in writing pursuant to Section 9.02 and/or 9.03 prior to the expiration as provided in this Section 9.06 9.05 of the representation or warranty that is the basis for such claim shall survive until such claim is finally resolved and satisfied.

Appears in 1 contract

Samples: Asset Acquisition Agreement (Cell-Nique Corp)

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Survival of Representations; Claims for Indemnification. All representations representations, warranties and warranties covenants made by the Transferor and the Transferee in this Agreement, or in any instrument or document furnished in connection with this Agreement or the transactions contemplated hereby, shall survive the Closing and the consummation of the transactions contemplated hereby and continue until six (6) months following the Closing Date, at which time they shall expire and terminatefor 12 months. Notwithstanding the foregoing, (a) the representations and warranties of the Transferor contained in Sections 2, 3.01, 3.02, and 3.03 and of the Transferee and Issuer contained in Sections 5.01 4.01, 4.02, and 5.03 4.03 shall survive the Closing and the consummation of the transactions contemplated hereby without limitationlimitation for the applicable statute of limitations, and (b) any valid claim that is properly asserted in writing pursuant to Section 9.03 8.01 and/or 8.02 prior to the expiration as provided in this Section 9.06 8.04 of the representation or warranty that is the basis for such claim shall survive until such claim is finally resolved and satisfied. Notwithstanding anything herein to the contrary, the covenants set forth herein at Section 7.01 hereof shall survive for an indefinite period of time unless otherwise set forth in such section.

Appears in 1 contract

Samples: Asset Acquisition Agreement (Can B Corp)

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