Survival of the Representations and Warranties. (a) The Company’s fundamental representations contained in Section 4.01(a), Section 4.01(b), Section 4.01(c), Section 4.01(d), Section 4.01(e) and Section 4.01(g) hereof shall survive until the latest date permitted by law or indefinitely if such date is not provided and the representations contained in Section 4.01(r) shall survive until the expiration of the applicable statute of limitations. All other representations and warranties of the Company contained in this Agreement shall survive the Closing until the expiry of eighteen months from the Closing Date. (b) Notwithstanding anything to the contrary in the foregoing clauses, (i) any breach of representation or warranty in respect of which indemnity may be sought under this Agreement shall survive the time at which it would otherwise terminate pursuant to the preceding sentences, if a Claim Notice or an Indemnification Notice, as the case may be, shall have been given to the party against whom such indemnity may be sought in accordance with this Agreement prior to such time and (ii) any breach of representation or warranty in respect of which indemnity may be sought that was caused as a result of fraud or intentional misrepresentation shall survive until the latest date permitted by law or indefinitely, if such date is not provided.
Appears in 4 contracts
Samples: Subscription Agreement, Subscription Agreement (JD.com, Inc.), Subscription Agreement (Tencent Holdings LTD)
Survival of the Representations and Warranties. (a) The Company’s fundamental representations contained in Section 4.01(a), Section 4.01(b), Section 4.01(c), Section 4.01(d), Section 4.01(e) and Section 4.01(g) hereof Fundamental Warranties shall survive indefinitely or until the latest date permitted by law or indefinitely if such date is not provided and the representations contained in Section 4.01(r4.01(w) shall survive until the expiration of the applicable statute of limitations. All other representations and warranties of the Company contained in this Agreement shall survive the Closing until the expiry of eighteen (18) months from after the Closing Date.
(b) Notwithstanding anything to the contrary in the foregoing clauses, (i) any breach of representation or warranty in respect of which indemnity may be sought under this Agreement shall survive the time at which it would otherwise terminate pursuant to the preceding sentences, if a Claim Notice notice of the inaccuracy or an Indemnification Notice, as the case may be, breach thereof giving rise to such right of indemnity shall have been given to the party against whom such indemnity may be sought in accordance with this Agreement prior to such time and (ii) any breach of representation or warranty in respect of which indemnity may be sought that was caused as a result of fraud or intentional misrepresentation shall survive until the latest date permitted by law or indefinitely, if such date is not providedlaw.
Appears in 3 contracts
Samples: Convertible Notes Subscription Agreement (NIO Inc.), Convertible Notes Subscription Agreement (NIO Inc.), Convertible Note and Warrant Subscription Agreement (Secoo Holding LTD)
Survival of the Representations and Warranties. (a) The Company’s fundamental representations contained in Section 4.01(a), Section 4.01(b), Section 4.01(c), Section 4.01(d), Section 4.01(e) Company Fundamental Warranties and Section 4.01(g) hereof Purchaser Fundamental Warranties shall survive until the latest date permitted by law or indefinitely if such date is not provided and the representations contained in Section 4.01(r) shall survive until the expiration of the applicable statute of limitationsprovided. All other representations and warranties of the Company contained in Section 4.01 and Section 4.02 this Agreement shall survive the Closing until the expiry of eighteen (18) months from after the Closing Date.
(b) Notwithstanding anything to the contrary in the foregoing clauses, (i) any breach of representation or warranty in respect of which indemnity may be sought under this Agreement shall survive the time at which it would otherwise terminate pursuant to the preceding sentences, if a Claim Notice notice of the inaccuracy or an Indemnification Notice, as the case may be, breach thereof giving rise to such right of indemnity shall have been given to the party Party against whom such indemnity may be sought in accordance with this Agreement prior to such time and (ii) any breach of representation or warranty in respect of which indemnity may be sought that was caused as a result of fraud or intentional misrepresentation shall survive until the latest date permitted by law or indefinitely, if such date is not providedlaw.
Appears in 2 contracts
Samples: Share Subscription Agreement (JD.com, Inc.), Share Subscription Agreement (Dada Nexus LTD)
Survival of the Representations and Warranties. (a) The Company’s fundamental representations contained in Section 4.01(a), Section 4.01(b), Section 4.01(c), Section 4.01(d), Section 4.01(e) Company Fundamental Warranties and Section 4.01(g) hereof Purchaser Fundamental Warranties shall survive until the latest date permitted by law or indefinitely if such date is not provided and the representations contained in Section 4.01(r) shall survive until the expiration of the applicable statute of limitationsprovided. All other representations and warranties of the Company contained in Section 4.01 and Section 4.02 of this Agreement shall survive the Closing until the expiry of eighteen twelve (12) months from after the Closing Date.
(b) Notwithstanding anything to the contrary in the foregoing clauses, (i) any breach of representation or warranty in respect of which indemnity may be sought under this Agreement shall survive the time at which it would otherwise terminate pursuant to the preceding sentences, if a Claim Notice notice of the inaccuracy or an Indemnification Notice, as the case may be, breach thereof giving rise to such right of indemnity shall have been given to the party Party against whom such indemnity may be sought in accordance with this Agreement prior to such time and (ii) any breach of representation or warranty in respect of which indemnity may be sought that was caused as a result of fraud or intentional misrepresentation shall survive until the latest date permitted by law or indefinitely, if such date is not providedlaw.
Appears in 1 contract
Samples: Share Subscription and Warrant Purchase Agreement (The9 LTD)
Survival of the Representations and Warranties. (a) The Company’s fundamental representations contained in Section 4.01(a3.01(a), Section 4.01(b3.01(b), Section 4.01(c3.01(c), Section 4.01(d3.01(d), Section 4.01(e3.01(e) and Section 4.01(g3.01(g) hereof shall survive until the latest date permitted by law or indefinitely if such date is not provided and the provided. The representations contained in Section 4.01(r3.01(r) shall survive until the expiration of the applicable statute of limitations. All other representations and warranties of the Company contained in this Agreement shall survive the Closing until the expiry of eighteen (18) months from the Closing Date.
(b) date of the Closing. Notwithstanding anything to the contrary in the foregoing clauses, (i) any breach of representation or warranty in respect of which indemnity may be sought under this Agreement shall survive the time at which it would otherwise terminate pursuant to the preceding sentences, if a Claim Notice or an Indemnification Indemnity Notice, as the case may be, shall have been given to the party against whom such indemnity may be sought in accordance with this Agreement prior to such time and (ii) any breach of representation or warranty in respect of which indemnity may be sought that was caused as a result of fraud or intentional misrepresentation shall survive until the latest date permitted by law or indefinitely, if such date is not provided.
Appears in 1 contract
Samples: Share Purchase and Investor Rights Agreement (Bilibili Inc.)