Survival, Etc. The indemnity and contribution agreements contained in this Agreement shall remain operative and in full force and effect, regardless of (i) any investigation made by or on behalf of any Indemnifying Party, (ii) the issuance of the Securities or (iii) any termination of this Agreement or the Policy. The indemnification provided in this Agreement will be in addition to any liability which the parties may otherwise have and shall in no way limit any obligations of LBAC or the Company under the Underwriting Agreement or under the Insurance Agreement.
Survival, Etc. The indemnity and contribution agreements contained in this Agreement shall remain operative and in full force and effect, regardless of (i) any investigation made by or on behalf of any Indemnifying Party, (ii) the issuance of the Securities or (iii) any termination of this Agreement or the Policy. The indemnification provided in this Agreement will be in addition to any liability which the parties may otherwise have and shall in no way limit any obligations of the Seller under the Underwriting Agreement or the Insurance Agreement.
Survival, Etc. The provisions of Sections 2.07, 6.03, 6.06, 6.08, 6.09, 6.10, 7.01, 7.16, 7.17 and 7.19 shall survive the termination of this Agreement. In addition, the representations, warranties and covenants of the Debtors set out in this Agreement or contained in any documents delivered to the Administrative Agent or any other Secured Party pursuant to this Agreement shall survive the execution and delivery of this Agreement.
Survival, Etc. (a) The agreements set forth in Section 8.1 shall survive independently and Article I and Section 5.7 shall survive the Effective Time indefinitely and those set forth in Section 7.3 shall survive such termination indefinitely.
Survival, Etc. All representations, warranties, covenants and agreements made by or on behalf of any party hereto in this Agreement (including, without limitation, the Schedules hereto), or pursuant to any document, certificate, financial statement or other instrument referred to herein or delivered in connection with the transactions contemplated hereby, shall be deemed to have been material, of independent significance and relied upon by the parties hereto, notwithstanding any investigation made by or on behalf of any of the parties hereto or any opportunity therefor or any actual or constructive knowledge thereby obtained, and shall survive the execution and delivery of this Agreement and the Closing Date as provided herein (subject to Section 9.3 hereof).
Survival, Etc. The representations and warranties made in this Agreement by the Purchaser shall be continuing and shall be deemed remade by the Purchaser as of the Closing Date with the same force and effect as if made on, and as of, such date. All representations and warranties made in this Agreement by the Purchaser shall survive the Closing for a period of one (1) year.
Survival, Etc. (a) All covenants and agreements contained herein shall survive the execution and delivery hereof.
Survival, Etc. Notwithstanding anything to the contrary in this Agreement (including Article 8), the obligations of the parties set forth in this Article 9 shall survive the Closing Date until the date that is sixty (60) days after the expiration of all applicable statutes of limitations (including any extensions thereof) applicable to a third-party claim, or a Governmental Body bringing a Legal Proceeding, with respect to the matters that are the subject of the provisions of this Article 9 based on such alleged breach; provided, however, that if, at any time on or prior to the expiration date referred to in this sentence, any Indemnitee delivers to the Stockholders’ Agent a Claim Notice asserting a claim for recovery under this Article 9, then the claim asserted in such Claim Notice shall survive until such time as such claim is fully and finally resolved. For the avoidance of doubt, no claim made pursuant to this Article 9 shall be subject to the limitations set forth in Article 8, except that (i) Section 8.3(c) and (ii) Section 8.6 shall apply.
Survival, Etc. All representations, warranties, covenants and agreements set forth in this Agreement or in any writing delivered in connection with this Agreement will survive the Closing Date and the consummation of the transactions contemplated hereby and will not be affected by any examination made for or on behalf of Buyer or Seller, the knowledge of any of their respective officers, directors, stockholders, employees or agents, or the acceptance of any certificate or opinion from Buyer or Seller, their respective officers, directors, stockholders, employees or agents.
Survival, Etc. Notwithstanding anything to the contrary contained in this Agreement, the representations and warranties and the indemnification obligations set forth in this Article VI shall survive the Closing and shall remain in effect until the expiration of the applicable statute of limitations. Any matter as to which a claim has been asserted by notice to the other party that is pending or unresolved at the end of any applicable limitation period shall continue to be covered by this Article VI notwithstanding any applicable statute of limitations (which the parties hereby waive) until such matter is finally terminated or otherwise resolved by the parties or by a court of competent jurisdiction and any amounts payable hereunder are finally determined and paid. This Article VI shall not be deemed to preclude or otherwise limit in any way the exercise of any other rights or pursuit of other remedies for the breach of this Agreement or with respect to any misrepresentation. Chiron agrees to notify the Purchaser of any liabilities, claims or misrepresentations, breaches or other matters covered by this Article VI upon discovery or receipt of notice thereof (other than from the Purchaser), whether before or after the Closing.
