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

Survival of Representations; Claims for Indemnification. All representations, warranties and covenants made by Seller and Buyer 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 for 36 months. Notwithstanding the foregoing, (a) the representations and warranties of Seller contained in Article 2 shall survive the Closing and the consummation of the transactions contemplated hereby without limitation for the applicable statute of limitations, and (b) any valid claim that is properly asserted in writing pursuant to Section 7.01 and/or 7.02 prior to the expiration as provided in this Section 7.04 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.

Survival of Representations; Claims for Indemnification. All representations, representations and warranties and covenants made by Seller the Transferor and Buyer 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 for 36 12 months. Notwithstanding the foregoing, (a) the representations and warranties of Seller the Transferor contained in Article 2 Sections 2, 3.01, 3.02, and 3.03 and of the Transferee contained in Sections 4.01, 4.02, and 4.03 shall survive the Closing and the consummation of the transactions contemplated hereby without limitation for the applicable statute of limitationslimitation, and (b) any valid claim that is properly asserted in writing pursuant to Section 7.01 9.01 and/or 7.02 9.02 prior to the expiration as provided in this Section 7.04 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 7.01 8.01 hereof shall survive for an indefinite period of time unless otherwise set forth in such section.

Survival of Representations; Claims for Indemnification. All representations, warranties and covenants made by Seller the Sellers, CANB, and the Buyer in this Agreement, with the express exception of representations and warranties of Seller pursuant to Section 2.03, or in any instrument exhibit or document schedule furnished in connection with this Agreement or the transactions between the parties contemplated hereby, shall survive the Closing and the consummation of the transactions contemplated hereby for 36 thirty-six (36) months. Notwithstanding the foregoing, (a) the representations and warranties of Seller the Sellers contained in Article 2 Section 2.03 shall survive the Closing and the consummation of the transactions contemplated hereby without limitation for a period ninety (90) days and any claim for indemnification for breach of a representation and warranty made therein shall be limited to the applicable statute reduction of limitationsthe purchase price pursuant to Section 1.02, and (b) any valid claim that is properly asserted in writing pursuant to Section 7.01 and/or 7.02 prior to the expiration as provided in this Section 7.04 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.

Survival of Representations; Claims for Indemnification. All representations, warranties and covenants made by Seller the Transferor and Buyer 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 for 36 12 months. Notwithstanding the foregoing, (a) the representations and warranties of Seller the Transferor contained in Article 2 Sections 2, 3.01, 3.02, and 3.03 and of the Transferee and Issuer contained in Sections 4.01, 4.02, and 4.03 shall survive the Closing and the consummation of the transactions contemplated hereby without limitation for the applicable statute of limitations, and (b) any valid claim that is properly asserted in writing pursuant to Section 7.01 8.01 and/or 7.02 8.02 prior to the expiration as provided in this Section 7.04 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.