Examples of IP Representation in a sentence
For clarity, indemnifiable Losses under Section 11.2(a)(i) (other than with respect to a Fundamental Representation, Tax Representation or IP Representation) shall be satisfied solely out of the Escrow Amount and recovery against the Escrow Amount constitutes the sole and exclusive remedy of the Buyer Indemnitees for all such Losses.
Notwithstanding the foregoing or any other provision of this Agreement to the contrary, the Losses arising out of or resulting from a breach or inaccuracy of any Special IP Representation shall not be limited in amount.
If a Parent Indemnified Party is entitled to be indemnified for Losses arising out of or relating to an IP Representation (or Section 8.2(j) as it relates thereto), such Parent Indemnified Party shall seek recovery from the Indemnity Escrow Fund first, and then proceed directly against the Effective Time Holders in accordance with their respective Pro Rata Percentages for the remainder of any such Losses, subject to the IP Cap.
For the avoidance of doubt, none of the limitations set forth in this Section 9.4(a)(i) shall apply to any breach of or inaccuracy in any Fundamental Seller Representation or IP Representation.
The Claims Period for Indemnifiable Damages arising out of, resulting from or in connection with any failure of the IP Representation to be true and correct, shall commence at the Closing and terminate upon the day after the date that is thirty-six (36) months following the Closing Date.
The representations contained in Sections 5.10, 5.20 and 5.26 shall survive until the date that is thirty (30) days after the date on which the applicable statutes of limitation expire for such matters, and the representations contained in Sections 5.1, 5.3, 5.6, 5.9(a), 5.14, and 5.31 shall survive until the earlier of (i) July 1, 2009 or (ii) the first date on which all Milestones have been achieved, and the representations contained in Sections 5.15 shall survive until the IP Representation Expiry Date.
The Claims Period for Indemnifiable Damages arising out of, resulting from or in connection with (a) any failure of the IP Representation or the Regulatory Representation to be true and correct, or (b) any of the matters listed in clause (iii) of the first sentence of Section 9.2 only as far as they do not relate to Tax matters, shall commence at the Closing and terminate upon the day after the date that is twenty-four (24) months following the Closing Date.
In the participant’s view, the sentiment of the tribal leaders is a key obstacle in participation of IPs in EITI: The big barrier for IP Representation is the Tribal Leaders’ resistance to extractives.
For clarity, indemnifiable Losses under Section 11.2(a)(i) (other than with respect to a Fundamental Representation or IP Representation) shall be satisfied solely out of the Escrow Account and recovery against the Escrow Amount constitutes the sole and exclusive remedy of the Buyer Indemnitees for any and all such Losses.
IP Representation: Cyclone and the Licensee will honor each other’s patents and confidentiality.