Survival Termination Date definition

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

  • 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.

  • 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.

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

  • No party shall have any liability with respect to claims first asserted in connection with any representation, warranty, covenant or agreement after the applicable Survival Termination Date.

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


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.
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Survival Termination Date means the date that is the first anniversary of the Closing Date.
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Survival Termination Date has the meaning set forth in Section 9.2(a)(ii).
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Survival Termination Date means March 15, 1999.
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Survival Termination Date has the meaning assigned to that term in Section 14(a).
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Survival Termination Date has the meaning set forth in (S) 5. -------------------------
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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.
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