Survival Termination Date definition

Survival Termination Date shall have the meaning set forth in Section 8.1.
Sample 1Sample 2Sample 3
Survival Termination Date means the last day of the eighteenth (18th) month after the Closing Date.
Sample 1Sample 2Sample 3
Survival Termination Date shall have the meaning set forth in Section 9.1. “Surviving Corporation” shall have the meaning set forth in the Recitals.
Sample 1Sample 2Sample 3

Examples of Survival Termination Date in a sentence

  • The representations and warranties in Section 6.1 shall terminate and be of no further force or effect on the Survival Termination Date.

  • No claim for indemnification may be asserted pursuant to Section 8.2 after the Survival Termination Date.

  • The ability of Sellers to receive indemnification under Section 8.2(a), and the ability of Buyer to receive indemnification under Section 8.3(a), shall terminate on the Survival Termination Date, unless Sellers or Buyer, as applicable, shall have made a claim for indemnification pursuant to Section 8.2(a) or Section 8.3(a), prior to the Survival Termination Date.

  • If Sellers or Buyer, as applicable, made a claim for indemnification pursuant to Section 8.2(a) or Section 8.3(a) prior to the Survival Termination Date, such claim, if then unresolved, shall not be extinguished by the passage of the Survival Termination Date.

  • Through the Survival Termination Date, Purchaser shall abide by all applicable state and federal laws, rules and regulations regarding the preservation and maintenance of all documents and records relating to the Mortgage Loans purchased hereunder, including the length of time such documents and records are to be retained.

  • The bonus pay shall be compensated at the regular rate; time worked shall be compensated at time and one-half (1-1/2).

  • With respect to any claims that were asserted in writing on or prior to the applicable Survival Termination Date, the underlying representation, warranty, covenant, obligation or other agreement, as applicable, shall survive as to such claim until it is finally resolved in accordance with this Article X.

  • Notwithstanding anything else to the contrary in this Agreement, the rights of an Indemnified Party to enforce the indemnification obligations contained in this Section 8 with respect to any representation or warranty of an Indemnifying Party contained in this Agreement shall be in accordance with the provisions regarding the extension of the Survival Termination Date contained in Section 7.1.

  • Other than as set forth in the previous sentence, the covenants and agreements made pursuant to this Agreement or in any certificate furnished pursuant to this Agreement that contemplate actions to be taken or restrict certain actions from being taken at or prior to the Closing shall be performed or complied with in their entirety at or prior to the Closing, and all claims and causes of action made with respect thereto shall survive until the Survival Termination Date.

  • In the event, however, that notice of any claim for indemnification for breach of a representation, warranty, covenant or agreement under Sections 8.2 or 8.3 of this Agreement is given to the other party in accordance with Section 10.5 prior to or on the Survival Termination Date, the cause of action that is the subject of such indemnification claim shall survive until such time as such claim is finally resolved.


More Definitions of Survival Termination Date

Survival Termination Date means the ninetieth day following the receipt of audited financial statements of Ply Gem for the fiscal year ended December 31, 2004; provided that in no event shall the Survival Termination Date be later than June 30, 2005.
Sample 1Sample 2
Survival Termination Date means the date that is the first anniversary of the Closing Date.
Sample 1
Survival Termination Date has the meaning set forth in (S) 5. -------------------------
Sample 1
Survival Termination Date has the meaning assigned to that term in Section 14(a).
Sample 1
Survival Termination Date means, (A) in the event that a Change in Control Transaction is not consummated, the latter of: (i) in the event that Seller Trigger Three Year Contingent Consideration is due and payable to Seller pursuant to the provisions of Section 2.2.5.1 of this Agreement, the date the payment Seller Trigger Three Year Contingent Consideration is due and payable to Seller pursuant to the provisions of Section 2.2.5.1 of this Agreement, (ii) in the event that Purchaser Trigger Three Year Contingent Consideration is due and payable to Seller pursuant to the provisions of Section 2.2.5.1 of this Agreement, the date the Purchaser Trigger Three Year Contingent Consideration is due and payable to Seller pursuant to the provisions of Section 2.2.5.1 of this Agreement, (iii) in the event that no Four Year Contingent Consideration is due and payable to Seller pursuant to the provisions of Section 2.2.5.2 (b) of this Agreement, the date the Four Year Contingent Consideration Report is delivered to Seller pursuant to the provisions of Section 2.2.5.2 (b) of this Agreement, (iv) in the event that Four Year Contingent Consideration is due and payable to Seller pursuant to the provisions of Section 2.2.5.2 of this Agreement, the date the Four Year Contingent Consideration is due and payable to Seller pursuant to the provisions of Section 2.2.5.2 of this Agreement, or (v) in the event that any Termination Proceeds are due and payable to Seller pursuant to the provisions of Section 2.2.5.3 of this Agreement, the date the Termination Proceeds are due and payable to Seller pursuant to the provisions of Section 2.2.5.3 of this Agreement, or (B) subject to the provisions of Section 7.4(b) of this Agreement, in the event that a Change in Control Transaction is consummated, (i) if such Change of Control Transaction is consummated prior to the Three Year Anniversary Date, the earlier of (a) twelve months after the closing date of the Change in Control Transaction or (b) the Three Year Anniversary Date and (ii) if such Change of Control Transaction is consummated on or after the Three Year Anniversary Date, the closing date of the Change of Control Transaction.
Sample 1
Survival Termination Date means March 15, 1999.
Sample 1

Related to Survival Termination Date

  • Initial Termination Date shall have the meaning set forth in Section 7.1(b).

  • Final Termination Date means the last date of the final year in which the Applicant is required to Maintain Viable Presence and as further identified in Section 2.3.E of this Agreement.

  • Extended Termination Date has the meaning specified in Section 2.16(c).

  • Escrow Termination Date has the meaning set forth in Section 11.7.

  • Outside Termination Date shall have the meaning set forth in Section 8.01(f).

  • Service Termination Date means the last Day in a month upon which Service shall terminate, as set forth in a Schedule of Service and subject to any renewal thereof.

  • Standstill Termination Date means the earlier of (i) 90 days after the Board Designation Termination Date and (ii) the later of (A) the first anniversary of the date of this Agreement and (B) 90 days after the date on which all Purchaser Designated Directors have resigned or been removed from the Board and the Purchaser has permanently waived and renounced its Board designation rights under Section 1.

  • Lease Termination Date means the last day of the Lease Term.

  • Optional Termination Date Any Distribution Date on or after which the Stated Principal Balance (after giving effect to distributions to be made on such Distribution Date) of the Mortgage Loans is less than 10.00% of the Cut-off Date Balance.

  • Event Termination Date See Section 2(e) hereof.

  • Loan Termination Date means each day on which a deposit is made into the Collateral Account in respect of Terminated Loans.

  • Accrual Termination Date Not applicable.

  • Purchase Termination Date means the date upon which the Transferor shall cease, for any reason whatsoever, to make purchases of Receivables from the Seller under the Receivables Purchase Agreement or the Receivables Purchase Agreement shall terminate for any reason whatsoever.

  • Senior Termination Date For each Senior Certificate Group, the Distribution Date on which the aggregate Class Certificate Balance of the related Classes of Senior Certificates has been reduced to zero.

  • Employment Termination Date means the date as of which the Executive incurs a Termination of Employment determined in accordance with the provisions of Section 5.2.

  • Mandatory Termination Date means the "Termination Date" set forth under "Investment Summary--Essential Information" in the Prospectus for the Trust.

  • Termination Period means the period of time beginning with a Change in Control and ending on the earlier to occur of (1) two years following such Change in Control or (2) the Executive’s death.

  • Facility Termination Date means the date as of which all of the following shall have occurred: (a) the Aggregate Commitments have terminated, (b) all Obligations have been paid in full (other than contingent indemnification obligations), and (c) all Letters of Credit have terminated or expired (other than Letters of Credit as to which other arrangements with respect thereto satisfactory to the Administrative Agent and the L/C Issuer shall have been made).

  • Post-Termination Period means a period of 12 months (subject to extension as set forth in Section 8(f)) following the effective date of the termination of Executive’s employment.

  • Series Termination Date means, with respect to any Series of Certificates, the date stated in the related Supplement.

  • Forbearance Termination Date means the earlier to occur of (i) the closing of a Transaction; (ii) October 31, 2001, or (iii) the date upon which the Forbearance Default occurs.

  • Additional Termination Event has the meaning specified in Section 5(b).

  • Stated Termination Date means, with respect to the Revolving Credit Facility, March 4, 2027 and, with respect to any Extended Revolving Credit Facility, the maturity date set forth in the Extension Agreement related thereto.

  • Commitment Termination Date means the earlier of (a) the Maturity Date and (b) the earlier termination in whole of the Commitments pursuant to Section 2.04 or Article VII.

  • Effective Termination Date has the meaning set forth in Section 10(b) hereof.

  • Fraud Loss Coverage Termination Date The point in time at which the Fraud Loss Coverage Amount is reduced to zero.