Common use of Survival of Representations, Warranties or Covenants Clause in Contracts

Survival of Representations, Warranties or Covenants. The representations and warranties of the parties and the rights of the parties to indemnification in the event of a breach or alleged breach thereof shall survive the Closing and shall continue in full force and effect until the third anniversary of the Closing Date; provided, however, that (i) the representations and warranties of the Seller contained in Section 4.5 shall survive indefinitely and (ii) the representations and warranties contained in Sections 4.15, 4.16 and 4.17 shall survive until the expiration of the latest statute of limitations applicable to Third-Party Claims that could be asserted against the Purchasers, the Target Companies or the Target Subsidiaries based on the matters covered by such representations and warranties. All covenants and agreements of the parties hereto shall be continuing and shall survive the Closing Date pursuant to the terms hereof. Notwithstanding the foregoing, the representations and warranties of the Seller shall terminate and cease to be of any force or effect upon the occurrence of a Change of Control Event.

Survival of Representations, Warranties or Covenants. The representations and warranties of the parties and the rights of the parties to indemnification in the event of a breach or alleged breach thereof shall survive the Closing and shall continue in full force and effect until the third second anniversary of the Closing Date; provided, however, that (i) the representations and warranties of the Seller contained in Section 4.5 shall survive indefinitely and (ii) the representations and warranties contained in Sections 4.152.18 (Compliance with Laws), 4.16 2.19 (Environmental Matters), 2.20 (Taxes) and 4.17 2.21 (Employee Benefit Plans) shall survive until the expiration of the latest statute of limitations applicable to Third-Party Claims that could be asserted against the PurchasersPurchaser, the Target Companies Company, the Subsidiaries or the Target Subsidiaries SFS based on the matters covered by such representations and warranties. All covenants and agreements of the parties hereto shall be continuing and shall survive the Closing Date pursuant to the terms hereof. Notwithstanding the foregoing, the representations and warranties of the Seller shall terminate and cease to be of any force or effect upon the occurrence of a Change of Control Event.