Common use of Survival of Warranties by the Vendor Clause in Contracts

Survival of Warranties by the Vendor. The representations and warranties ------------------------------------- made by the Vendor contained in this Agreement, or contained in any document or certificate given in order to carry out the transactions contemplated hereby, will survive the closing of the purchase of the Assets provided for herein and, notwithstanding such closing or any investigation made by or on behalf of the Purchaser or any other Person or any knowledge of the Purchaser or any other Person, shall continue in full force and effect for the benefit of the Purchaser, subject to the following provisions of this Section: (a) Except as provided in paragraph (b) of this Section, no Warranty Claim may be made or brought by the Purchaser after the date which is one year following the Closing Date; and (b) Any Warranty Claim which is based on or relates to the title to the Assets or which is based on intentional misrepresentation or fraud by the Vendor may be made or brought by the Purchaser at any time. After the expiration of the period of time referred to in paragraph (a) of this Section, the Vendor will be released from all obligations and liabilities in respect of the representations and warranties made by the Vendor and contained in this Agreement or in any document or certificate given in order to carry out the transactions contemplated hereby, except with respect to any Warranty Claim made by the Purchaser in writing prior to the expiration of such period and subject to the rights of the Purchaser to make any claim permitted by paragraph (a) or paragraph (b) of this Section.

Survival of Warranties by the Vendor. The representations and warranties ------------------------------------- made by the Vendor and contained in this Agreement, or contained in any document or certificate given in order to carry out the transactions contemplated hereby, will survive the closing Closing of the purchase of the Purchased Assets provided for herein and, notwithstanding such closing or any investigation made by or on behalf of the Purchaser or any other Person person or any knowledge of the Purchaser or any other Personperson, shall continue in full force and effect for the benefit of the Purchaser, subject to the following provisions of this Section:section. (a) Except as provided in paragraph (b) of this Sectionsection, no Warranty Claim may be made or brought by the Purchaser after the date which is one year eighteen months following the Closing Completion Date; and. (b) Any Warranty Claim which is based on upon or relates to the title to the Purchased Assets or which is based on upon intentional misrepresentation or fraud by the Vendor may be made or brought by the Purchaser at any time. After the expiration of the period of time referred to in paragraph (a) of this Sectionsection, the Vendor will be released from all obligations and liabilities in respect of the representations and warranties made by the Vendor and contained in this Agreement or in any document or certificate given in order to carry out the transactions contemplated hereby, hereby except with respect to any Warranty Claim claims made by the Purchaser in writing prior to the expiration of such period and subject to the rights of the Purchaser to make any claim permitted by paragraph (a) or paragraph (b) of this Sectionsection.

Survival of Warranties by the Vendor. The representations and warranties ------------------------------------- made by the Vendor and contained in this Agreement, or contained in any document or certificate given in order to carry out the transactions contemplated hereby, will survive the closing of the purchase of the Purchased Assets provided for herein and, notwithstanding such closing or any investigation made by or on behalf of the Purchaser or any other Person person or any knowledge of the Purchaser or any other Personperson, shall continue in full force and effect for the benefit of the Purchaser, subject to the following provisions of this Section:section. (a) Except as provided in paragraph (b) or (c) of this Sectionsection, no Warranty Claim claim may be made or brought by the Purchaser after the date which is one year twelve (12) months following the Closing Transfer Date; and. (b) Any Warranty Claim claim which is based on upon the representation and warranty contained in Section 3.1(i) (Title to Assets) may be made or relates to brought by the title to Purchaser until the Assets or date which is thirty-six (36) months following the Transfer Date. (c) Any claim which is based on upon intentional misrepresentation or fraud by the Vendor may be made or brought by the Purchaser at any time. time After the expiration of the period of time referred to in paragraph (a) of this Sectionsection, the Vendor will be released from all obligations and liabilities in respect of the representations and warranties made by the Vendor and contained in this Agreement or in any document or certificate given in order to carry out the transactions contemplated hereby, hereby except with respect to any Warranty Claim claims made by the Purchaser in writing prior to the expiration of such period and subject to the rights of the Purchaser to make any claim permitted by paragraph (a) or paragraph (b) of this Sectionsection prior to the expiration of the period of time referred to in paragraph (b).

Survival of Warranties by the Vendor. The representations and warranties ------------------------------------- made by the Vendor and contained in this Agreement, or contained in any document or certificate given in order to carry out the transactions contemplated hereby, will survive the closing of the purchase of the Purchased Assets provided for herein and, notwithstanding such closing or any investigation made by or on behalf of the Purchaser or any other Person person or any knowledge of the Purchaser or any other Personperson, shall continue in full force and effect for the benefit of the Purchaser, subject to the following provisions of this Section:section. (a) Except as provided in paragraph (b) of this Sectionsection, no Warranty Claim claim may be made or brought by the Purchaser after the date which is one year thirty-six (36) months following the Closing Transfer Date; and. (b) Any Warranty Claim claim which is based on upon or relates to the title to the Assets Mhakari Vanderbilt Properties or which is based on upon intentional misrepresentation or fraud by the Vendor may be made or brought by the Purchaser at any time. After the expiration of the period of time referred to in paragraph (a) of this Sectionsection, the Vendor will be released from all obligations and liabilities in respect of the representations and warranties made by the Vendor and contained in this Agreement or in any document or certificate given in order to carry out the transactions contemplated hereby, hereby except with respect to any Warranty Claim claims made by the Purchaser in writing prior to the expiration of such period and subject to the rights of the Purchaser to make any claim permitted by paragraph (a) or paragraph (b) of this Sectionsection.