Common use of Time and Manner of Certain Claims Clause in Contracts

Time and Manner of Certain Claims. Except as otherwise provided herein, the representations, warranties and covenants of Buyer and Seller in this Agreement shall survive Closing for a period of twelve (12) months except for representations, warranties and covenants (i) relating to title, ownership, employee benefit matters, Copyright Act matters and Taxes, which shall survive until the expiration of the applicable statute of limitations and (ii) relating to environmental matters, which shall survive until the third anniversary of the Closing Date, and Buyer's and Seller's rights to make claims dated thereafter shall likewise expire and be extinguished on such dates. Neither Seller nor Buyer shall have any liability under Sections 11.1(a) or 11.2(a), respectively, unless a claim for Losses for which indemnification is sought thereunder is asserted by the party seeking indemnification by written notice to the party from whom indemnification is sought within the applicable survival period.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Mediacom LLC), Asset Purchase Agreement (Mediacom LLC), Asset Purchase Agreement (Mediacom LLC)

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Time and Manner of Certain Claims. Except as otherwise provided herein, the representations, warranties and pre-Closing covenants and agreements of Buyer and Seller Sellers in this Agreement shall survive Closing for a period of twelve six (126) months months, except for representations, that the representations and warranties contained in Sections 5.4 and covenants (i) relating to title, ownership, employee benefit matters, Copyright Act matters and Taxes, which 5.11 shall survive until Closing for the expiration period required according of the applicable any statute of limitations and (ii) relating limitation applicable to environmental matterssuch Section, which shall survive until the third anniversary of the Closing Date, and respectively. Buyer's and Seller's Sellers' rights to make claims dated thereafter shall likewise expire and be extinguished on such datesdate. Neither Seller Sellers nor Buyer shall have any liability under Sections 11.1(a) 11.1 or 11.2(a)11.2, respectively, for breach of any representation or warranty or any other covenant, agreement or obligation to the extent required to be performed prior to the Closing Date, unless a claim for Losses for which indemnification is sought thereunder is asserted by the party seeking indemnification by written notice to the party from whom indemnification is sought within the applicable survival periodsaid six months.

Appears in 1 contract

Samples: Purchase Agreement (Charter Communications Inc /Mo/)

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