Common use of Termination and Survival Clause in Contracts

Termination and Survival. This Agreement may be terminated by the Purchaser, as to the Purchaser’s obligations hereunder by written notice to the Company if the Closing has not occurred within ten Business Days after the date of this Agreement. Termination of this Agreement will not affect the right of any party to sue for any breach by any other party (or parties) prior to such termination. The representations and warranties, covenants and other provisions hereof shall survive the Closing and the delivery of the Securities. Notwithstanding any termination of any Transaction Document, the reimbursement and indemnities to which the Purchaser Parties are entitled under the provisions of any Transaction Document shall continue in full force and effect and shall protect the Purchaser Parties against events arising after such termination as well as before.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Fresh Vine Wine, Inc.), Securities Purchase Agreement (Fresh Vine Wine, Inc.)

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Termination and Survival. This Agreement may be terminated by the each Purchaser, as to the Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the Company and the other Purchasers, if the Closing has not occurred within ten Business Days after the date of this Agreementon or before October 9, 2020. Termination of this Agreement will not affect the right of any party to sue sxx for any breach by any other party (or parties) prior to such termination. The representations and warranties, covenants and other provisions hereof shall survive the Closing and the delivery of the Securities. Notwithstanding any termination of any Transaction Document, the reimbursement and indemnities to which the Purchaser Parties are entitled under the provisions of any Transaction Document shall continue in full force and effect and shall protect the Purchaser Parties against events arising after such termination as well as before.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Unique Logistics International Inc), Securities Purchase Agreement (Innocap Inc)

Termination and Survival. This Agreement may be terminated by the each Purchaser, as to the Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the Company and the other Purchasers, if the Closing has not occurred within ten Business Days after the date of this Agreementon or before September 5, 2023. Termination of this Agreement will not affect the right of any party to sue for any breach by any other party (or parties) prior to such termination. The representations and warranties, covenants and other provisions hereof shall survive the Closing and the delivery of the Securities. Notwithstanding any termination of any Transaction Document, the reimbursement and indemnities to which the Purchaser Parties are entitled under the provisions of any Transaction Document shall continue in full force and effect and shall protect the Purchaser Parties against events arising after such termination as well as before.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Chromocell Therapeutics Corp), Securities Purchase Agreement (Chromocell Therapeutics Corp)

Termination and Survival. This Agreement may be terminated by the each Purchaser, as to the Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the Company and the other Purchasers, if the First Closing Date has not occurred within ten Business Days after the date of this Agreementon or before June 23, 2020. Termination of this Agreement will not affect the right of any party to sue xxx for any breach by any other party (or parties) prior to such termination. The representations and warranties, covenants and other provisions hereof shall survive the each Closing and the delivery of the Securities. Notwithstanding any termination of any Transaction Document, the reimbursement and indemnities to which the Purchaser Parties are entitled under the provisions of any Transaction Document shall continue in full force and effect and shall protect the Purchaser Parties against events arising after such termination as well as before.

Appears in 1 contract

Samples: Securities Purchase Agreement (KBL Merger Corp. Iv)

Termination and Survival. This Agreement may be terminated by the Purchaser[Note Holder], as to the Purchaser[Note Holder]’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the Company and the other Purchasers, if the Closing has not occurred within ten Business Days after the date of this Agreementon or before June 30, 2024. Termination of this Agreement will not affect the right of any party to sue for any breach by any other party (or parties) prior to such termination. The representations and warranties, covenants and other provisions hereof shall survive the Closing and the delivery of the Securities. Notwithstanding any termination of any Transaction Document, the reimbursement and indemnities to which the Purchaser [Note Holder] Parties are entitled under the provisions of any Transaction Document shall continue in full force and effect and shall protect the Purchaser [Note Holder] Parties against events arising after such termination as well as before.

Appears in 1 contract

Samples: Securities Purchase Agreement (Digital Health Acquisition Corp.)

Termination and Survival. This Agreement may be terminated by the each Purchaser, as to the Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchaser, by written notice to the Company and the other Purchaser, if the Closing has not occurred within ten Business Days after the date of this Agreementon or before March 31, 2022. Termination of this Agreement will not affect the right of any party to sue for sux xor any breach by any other party (or parties) prior to such termination. The representations and warranties, covenants and other provisions hereof shall survive the Closing and the delivery of the Securities. Notwithstanding any termination of any Transaction Document, the reimbursement and indemnities to which the Purchaser Parties are entitled under the provisions of any Transaction Document shall continue in full force and effect and shall protect the Purchaser Parties against events arising after such termination as well as before.

Appears in 1 contract

Samples: Securities Purchase Agreement (Capstone Technologies Group Inc.)

Termination and Survival. This Agreement may be terminated by the each Purchaser, as to the Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the Company and the other Purchasers, if the Closing has not occurred within ten Business Days after the date of this Agreementon or before October 15, 2022. Termination of this Agreement will not affect the right of any party to sue for any breach by any other party (or parties) prior to such termination. The representations and warranties, covenants and other provisions hereof shall survive the Closing and the delivery of the Securities. Notwithstanding any termination of any Transaction Document, the reimbursement and indemnities to which the Purchaser Parties are entitled under the provisions of any Transaction Document shall continue in full force and effect and shall protect the Purchaser Parties against events arising after such termination as well as before.

Appears in 1 contract

Samples: Securities Purchase Agreement (Digital Health Acquisition Corp.)

Termination and Survival. This Agreement may be terminated by the each Purchaser, as to the Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchaser, by written notice to the Company and the other Purchaser, if the Closing has not occurred within ten Business Days after the date of this Agreementon or before October 2, 2024. Termination of this Agreement will not affect the right of any party to sue for any breach by any other party (or parties) prior to such termination. The representations and warranties, covenants and other provisions hereof shall survive the Closing and the delivery of the Securities. Notwithstanding any termination of any Transaction Document, the reimbursement and indemnities to which the Purchaser Parties are entitled under the provisions of any Transaction Document shall continue in full force and effect and shall protect the Purchaser Parties against events arising after such termination as well as before.

Appears in 1 contract

Samples: Securities Purchase Agreement (Fresh Vine Wine, Inc.)

Termination and Survival. This Agreement may be terminated by the Purchasereach Holder, as to the PurchaserHolder’s obligations hereunder only and without any effect whatsoever on the obligations between the Companies and the other Holders, by written notice to the Company Companies and the other Holders, if the Closing has not occurred within ten Business Days after the date of this Agreementon or before November 8, 2024. Termination of this Agreement will not affect the right of any party to sue for any breach by any other party (or parties) prior to such termination. The representations and warranties, covenants and other provisions hereof shall survive the Closing and the delivery of the Securities. Notwithstanding any termination of any Transaction Document, the reimbursement and indemnities to which the Purchaser Holder Parties are entitled under the provisions of any Transaction Document shall continue in full force and effect and shall protect the Purchaser Holder Parties against events arising after such termination as well as before.

Appears in 1 contract

Samples: Exchange Agreement (Digital Health Acquisition Corp.)

Termination and Survival. This Agreement may be terminated by the PurchaserHolder, as to the PurchaserHolder’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the Company and the other Purchasers, if the Closing has not occurred within ten Business Days after the date of this Agreementon or before May __, 2023. Termination of this Agreement will not affect the right of any party to sue for any breach by any other party (or parties) prior to such termination. The representations and warranties, covenants and other provisions hereof shall survive the Closing and the delivery of the Securities. Notwithstanding any termination of any Transaction Document, the reimbursement and indemnities to which the Purchaser Holder Parties are entitled under the provisions of any Transaction Document shall continue in full force and effect and shall protect the Purchaser Holder Parties against events arising after such termination as well as before.

Appears in 1 contract

Samples: Securities Purchase Agreement (Digital Health Acquisition Corp.)

Termination and Survival. This Agreement may be terminated by the each Purchaser, as to the Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the Company and the other Purchasers, if the Closing Date has not occurred within ten Business Days after the date of this Agreementon or before August 31, 2020. Termination of this Agreement will not affect the right of any party to sue xxx for any breach by any other party (or parties) prior to such termination. The representations and warranties, covenants and other provisions hereof shall survive the Closing and the delivery of the Securities. Notwithstanding any termination of any Transaction Document, the reimbursement and indemnities to which the Purchaser Parties are entitled under the provisions of any Transaction Document shall continue in full force and effect and shall protect the Purchaser Parties against events arising after such termination as well as before.

Appears in 1 contract

Samples: Securities Purchase Agreement (KBL Merger Corp. Iv)

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Termination and Survival. This Agreement may be terminated by the each Purchaser, as to the Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the Company and the other Purchasers, if the Closing has not occurred within ten Business Days after the date of this Agreementon or before November 24, 2021. Termination of this Agreement will not affect the right of any party to sue for any breach by any other party (or parties) prior to such termination. The representations and warranties, covenants and other provisions hereof shall survive the Closing and the delivery of the Securities. Notwithstanding any termination of any Transaction Document, the reimbursement and indemnities to which the Purchaser Parties are entitled under the provisions of any Transaction Document shall continue in full force and effect and shall protect the Purchaser Parties against events arising after such termination as well as before.

Appears in 1 contract

Samples: Securities Purchase Agreement (Unrivaled Brands, Inc.)

Termination and Survival. This Agreement may be terminated by the each Purchaser, as to the Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the Company and the other Purchasers, if the Closing has not occurred within ten Business Days after the date of this Agreementon or before April 15, 2023. Termination of this Agreement will not affect the right of any party to sue for any breach by any other party (or parties) prior to such termination. The representations and warranties, covenants and other provisions hereof shall survive the Closing and the delivery of the Securities. Notwithstanding any termination of any Transaction Document, the reimbursement and indemnities to which the Purchaser Parties are entitled under the provisions of any Transaction Document shall continue in full force and effect and shall protect the Purchaser Parties against events arising after such termination as well as before.

Appears in 1 contract

Samples: Securities Purchase Agreement (Chromocell Therapeutics Corp)

Termination and Survival. This Agreement may be terminated by the each Purchaser, as to the Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the Company and the other Purchasers, if the Closing has not occurred within ten Business Days after the date of this Agreementon or before March 31, 2023. Termination of this Agreement will not affect the right of any party to sue for any breach by any other party (or parties) prior to such termination. The representations and warranties, covenants and other provisions hereof shall survive the Closing and the delivery of the Securities. Notwithstanding any termination of any Transaction Document, the reimbursement and indemnities to which the Purchaser Parties are entitled under the provisions of any Transaction Document shall continue in full force and effect and shall protect the Purchaser Parties against events arising after such termination as well as before.

Appears in 1 contract

Samples: Securities Purchase Agreement (Redwood Scientific Technologies, Inc.)

Termination and Survival. This Agreement may be terminated by the each Purchaser, as to the Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the Company and the other Purchasers, if the Closing has not occurred within ten Business Days after the date of this Agreementon or before _______________. Termination of this Agreement will not affect the right of any party to sue for any breach by any other party (or parties) prior to such termination. The representations and warranties, covenants and other provisions hereof shall survive the Closing and the delivery of the Securities. Notwithstanding any termination of any Transaction Document, the reimbursement and indemnities to which the Purchaser Parties are entitled under the provisions of any Transaction Document shall continue in full force and effect and shall protect the Purchaser Parties against events arising after such termination as well as before.

Appears in 1 contract

Samples: Securities Purchase Agreement (Chromocell Therapeutics Corp)

Termination and Survival. This Agreement may be terminated by the each Purchaser, as to the Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the Company and the other Purchasers, if the Closing has not occurred within ten Business Days after the date of this Agreementon or before December 31, 2022. Termination of this Agreement will not affect the right of any party to sue for any breach by any other party (or parties) prior to such termination. The representations and warranties, covenants and other provisions hereof shall survive the Closing and the delivery of the Securities. Notwithstanding any termination of any Transaction Documentthis Agreement, the reimbursement and indemnities to which the Purchaser Parties are entitled under the provisions of any Transaction Document this Agreement shall continue in full force and effect and shall protect the Purchaser Parties against events arising after such termination as well as before.

Appears in 1 contract

Samples: Securities Purchase Agreement (Unrivaled Brands, Inc.)

Termination and Survival. This Agreement may be terminated by the each Purchaser, as to the Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the Company and the other Purchasers, if the Closing has not occurred within ten Business Days after the date of this Agreementon or before March 31, 2021. Termination of this Agreement will not affect the right of any party to sue xxx for any breach by any other party (or parties) prior to such termination. The representations and warranties, covenants and other provisions hereof shall survive the Closing and the delivery of the Securities. Notwithstanding any termination of any Transaction Document, the reimbursement and indemnities to which the Purchaser Parties are entitled under the provisions of any Transaction Document shall continue in full force and effect and shall protect the Purchaser Parties against events arising after such termination as well as before.

Appears in 1 contract

Samples: Securities Purchase Agreement (Bergio International, Inc.)

Termination and Survival. This Agreement may be terminated by the each Purchaser, as to the Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchaser, by written notice to the Company and the other Purchaser, if the Initial Closing has not occurred within ten Business Days after the date of this Agreementon or before August 2, 2023. Termination of this Agreement will not affect the right of any party to sue for any breach by any other party (or parties) prior to such termination. The representations and warranties, covenants and other provisions hereof shall survive the Closing and the delivery of the Securities. Notwithstanding any termination of any Transaction Document, the reimbursement and indemnities to which the Purchaser Parties are entitled under the provisions of any Transaction Document shall continue in full force and effect and shall protect the Purchaser Parties against events arising after such termination as well as before.

Appears in 1 contract

Samples: Securities Purchase Agreement (Fresh Vine Wine, Inc.)

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