Common use of SURVIVAL OF REPRESENTATIONS, WARRANTIES, COVENANTS AND AGREEMENTS; ESCROW PROVISIONS Clause in Contracts

SURVIVAL OF REPRESENTATIONS, WARRANTIES, COVENANTS AND AGREEMENTS; ESCROW PROVISIONS. 7.1 Survival of Representations, Warranties, Covenants and Agreements. Notwithstanding any right of Broadcom or the Company (whether or not exercised) to investigate the affairs of Broadcom or the Company (whether pursuant to Section 5.3 or otherwise) or a waiver by Broadcom or the Company of any condition to Closing set forth in Article 6, each party shall have the right to rely fully upon the representations, warranties, covenants and agreements of the other party contained in this Agreement or in any instrument delivered pursuant to this Agreement. Except for (i) the covenant contained in Section 5.11 (which shall survive for the period set forth therein) and (ii) this Article 7 (which shall survive until termination of the escrow created thereby and the satisfaction of any other obligations described therein), all of the representations, warranties, covenants and agreements of the Company and Broadcom contained in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Merger and continue until March 15, 2002 (the "Expiration Date").

Appears in 1 contract

Samples: Merger Agreement (Broadcom Corp)

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SURVIVAL OF REPRESENTATIONS, WARRANTIES, COVENANTS AND AGREEMENTS; ESCROW PROVISIONS. 7.1 Survival of Representations, Warranties, Covenants and Agreements. Notwithstanding any right of Broadcom Parent, Merger Sub or the Company (whether or not exercised) to investigate the affairs of Broadcom Parent, Merger Sub or the Company (whether pursuant to Section 5.3 or otherwise) or a waiver by Broadcom Parent or the Company of any condition to Closing set forth in Article 6, each party shall have the right to rely fully upon the representations, warranties, covenants and agreements of the other party contained in this Agreement or in any instrument delivered pursuant to this Agreement. Except for (i) the covenant contained in Section 5.11 5.14 (which shall survive for the period set forth therein) and (ii) this Article 7 (which shall survive until termination of the escrow created thereby and the satisfaction of any other obligations described therein), (x) all of the representations and warranties of the Company in this Agreement relating to the IP Claims shall survive until the IP Expiration Date and (y) all of the other representations, warranties, covenants and agreements of the Company and Broadcom Parent and Merger Sub contained in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Merger and continue until March 15, 2002 the first anniversary of the Closing Date (the "General Expiration Date").

Appears in 1 contract

Samples: Merger Agreement (Broadcom Corp)

SURVIVAL OF REPRESENTATIONS, WARRANTIES, COVENANTS AND AGREEMENTS; ESCROW PROVISIONS. 7.1 8.1 Survival of Representations, Warranties, Covenants and Agreements. Notwithstanding any right of Broadcom or the Company (whether or not exercised) to investigate the affairs of Broadcom or the Company (whether pursuant to Section 5.3 6.3 or otherwise) ), any information reviewed by Broadcom as described in Section 4.8 or a any waiver by Broadcom or the Company of any condition to Closing set forth in Article 67, each party shall -51- 62 have the right to rely fully upon the representations, warranties, covenants and agreements of the other party contained in this Agreement or in any instrument delivered pursuant to this Agreement. Except for (i) the covenant contained in Section 5.11 6.11 (which shall survive for the period set forth therein) and (ii) this Article 7 8 (which shall survive until termination of the escrow created thereby and the satisfaction of any other obligations described therein), all of the representations, warranties, covenants and agreements of each of the Company Company, the Selling Shareholders and Broadcom contained in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Merger Asset Acquisition and continue until March 15, 2002 the fifteen-month anniversary of the Closing Date (the "Expiration Date").

Appears in 1 contract

Samples: Asset Purchase Agreement (Broadcom Corp)

SURVIVAL OF REPRESENTATIONS, WARRANTIES, COVENANTS AND AGREEMENTS; ESCROW PROVISIONS. 7.1 7.1. Survival of Representations, Warranties, Covenants and Agreements. Notwithstanding any right of Broadcom or the Company (whether or not exercised) to investigate the affairs of Broadcom or the Company (whether pursuant to Section 5.3 or otherwise) or a waiver by Broadcom or the Company of any condition to Closing set forth in Article 6, each party shall have the right to rely fully upon the representations, warranties, covenants and agreements of the other party contained in this Agreement or in any instrument delivered pursuant to this Agreement. Except for (i) the covenant contained in Section 5.11 5.14 (which shall survive for the period set forth therein) and (ii) this Article 7 (which shall survive until termination of the escrow created thereby and the satisfaction of any other obligations described therein), all of the representations, warranties, covenants and agreements of the Company and Broadcom contained in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Merger and continue until March 15, 2002 first anniversary of the Closing Date (the "Expiration Date").

Appears in 1 contract

Samples: Merger Agreement And (Broadcom Corp)

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SURVIVAL OF REPRESENTATIONS, WARRANTIES, COVENANTS AND AGREEMENTS; ESCROW PROVISIONS. 7.1 Survival of Representations, Warranties, Covenants and Agreements. Notwithstanding any right of Broadcom or the Company (whether or not exercised) to investigate the affairs of Broadcom or the Company (whether pursuant to Section 5.3 or otherwise) or a waiver by Broadcom or the Company of any condition to Closing set forth in Article 6, each party shall have the right to rely fully upon the representations, warranties, covenants and agreements of the other party contained in this Agreement or in any instrument delivered pursuant to this Agreement. Except for (i) the covenant contained in Section 5.11 5.12 (which shall survive for the period set forth therein) and (ii) this Article 7 (which shall survive until termination of the escrow created thereby and the satisfaction of any other obligations described therein), all of the representations, warranties, covenants and agreements of the Company and Broadcom contained in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Merger and continue until March 15, 2002 the first anniversary of the Closing Date (the "Expiration Date").

Appears in 1 contract

Samples: Merger Agreement (Broadcom Corp)

SURVIVAL OF REPRESENTATIONS, WARRANTIES, COVENANTS AND AGREEMENTS; ESCROW PROVISIONS. 7.1 Survival of Representations, Warranties, Covenants and Agreements. Notwithstanding any right of Broadcom or the Company (whether or not exercised) to investigate the affairs of Broadcom or the Company (whether pursuant to Section 5.3 or otherwise) or a waiver by Broadcom or the Company of any condition to Closing set forth in Article 6, each party shall have the right to rely fully upon the representations, warranties, covenants and agreements of the other party contained in this Agreement or in any instrument delivered pursuant to this Agreement. Except for (i) the covenant contained in Section 5.11 5.12 (which shall survive for the period set forth therein) and (ii) this Article 7 (which shall survive until termination of the escrow created thereby and the satisfaction of any other obligations described therein), all of the representations, warranties, covenants and agreements of the Company and Broadcom contained in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Merger and continue until March 15, 2002 the eighteen (18) month anniversary of the Closing Date (the "Expiration Date").

Appears in 1 contract

Samples: Merger Agreement And (Broadcom Corp)

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