Common use of Survival of Seller’s Representations and Warranties Clause in Contracts

Survival of Seller’s Representations and Warranties. Subject to the provisions of Section 7.3, the representations and warranties of each Seller set forth in Section 9.1 shall be updated by the applicable Seller as of the Closing Date in accordance with Section 4.2.10 above (other than representations and warranties made specifically as to a certain date, in which case such representations and warranties shall be remade as of such certain date). The representations and warranties set forth in Sections 9.1.1 through 9.1.4, 9.1.17, 9.1.18 and 9.1.22 shall survive indefinitely and all other representations and warranties in Section 9.1 shall survive the Closing for a period of nine (9) months (other than those representations or warranties which, by their express terms, do not survive the Closing). Written notice of any claim as to a breach of any representation or warranty must be made to the applicable Seller in accordance with this Agreement prior to the date which is thirty (30) days after the expiration of such applicable survival period or it shall be deemed a waiver of Purchaser’s right to assert such claim (including under the first sentence of Section 11.1).

Survival of Seller’s Representations and Warranties. Subject to the provisions of Section 7.3, the representations and warranties of each Seller Sellers set forth in Section 9.1 shall be updated remade by the applicable Seller Sellers as of the each Closing Date in accordance with Section 4.2.10 4.2.9 above (other than representations and warranties made specifically as to a certain date, in which case such representations and warranties shall be remade as of such certain date). The representations and warranties set forth in Sections 9.1.1 through 9.1.4, 9.1.179.1.11 through 9.1.13, 9.1.18 9.1.18, 9.1.19, 9.1.23 and 9.1.22 9.1.32 shall survive indefinitely and all other representations and warranties in Section 9.1 shall survive the each applicable Closing for a period of nine (9) months (other than those representations or warranties which, by their express terms, do not survive the Closing)12 months. Written notice of any claim as to a breach of any representation or warranty must be made to the applicable Seller Sellers in accordance with this Agreement prior to the date which is thirty (30) 30 days after the expiration of such applicable survival period or it shall be deemed a waiver of Purchaser’s right to assert such claim (including under the first sentence of Section 11.1)claim.

Survival of Seller’s Representations and Warranties. Subject to the provisions of Section 7.3, the representations and warranties of each Seller Sellers set forth in Section 9.1 shall be updated remade by the applicable Seller Sellers as of the Closing Date in accordance with Section 4.2.10 4.2.9 above (other than representations and warranties made specifically as to a certain date, in which case such representations and warranties shall be remade as of such certain date). The representations and warranties set forth in Sections 9.1.1 through 9.1.4, 9.1.179.1.11 through 9.1.13, 9.1.18 9.1.18, 9.1.19, 9.1.23 and 9.1.22 9.1.32 shall survive indefinitely and all other representations and warranties in Section 9.1 shall survive the Closing for a period of nine (9) months (other than those representations or warranties which, by their express terms, do not survive the Closing)12 months. Written notice of any claim as to a breach of any representation or warranty must be made to the applicable Seller Sellers in accordance with this Agreement prior to the date which is thirty (30) 30 days after the expiration of such applicable survival period or it shall be deemed a waiver of Purchaser’s right to assert such claim (including under the first sentence of Section 11.1)claim.