DURATION OF REPRESENTATIONS Clause Samples

The 'Duration of Representations' clause defines how long the statements and assurances made by the parties in a contract remain valid and enforceable. Typically, this clause specifies whether representations survive only until the closing of a transaction or for a set period afterward, such as 12 or 24 months. By clarifying the time frame during which parties can rely on these representations, the clause helps manage risk and sets clear expectations for potential claims or disputes related to misrepresentations.
DURATION OF REPRESENTATIONS. The representations, warranties, covenants and indemnities in this Agreement and in any other document delivered in connection herewith shall survive the Closing of this Agreement and shall terminate on the later of (i) the close of business on December 31, 1999, and (ii) the final resolution of any claim, with respect to that claim, made on or prior to December 31, 1999.
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DURATION OF REPRESENTATIONS. The representations, warranties, covenants and indemnities in this Agreement and in any other document delivered in connection herewith (other than those with respect to Taxes which shall continue until the later of (i) the expiration of any statute of limitations attributable to said matters, and (ii) the final resolution of any action commenced in connection with Taxes) shall survive the Closing and shall terminate on the later of (i) the close of business on the date Two (2) years following the Closing Date, and (ii) the final resolution of any claim, with respect to that claim, made within said Two (2) year period.
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DURATION OF REPRESENTATIONS. The representations, warranties, covenants and indemnities in this Agreement and in any other document delivered in connection herewith (other than those with respect to the Taxes, which shall continue until the expiration of each statutory period of limitations), shall continue until the close of business on the date which is two (2) years following the Closing Date, unless the specific provision herein for which indemnification is sought has a longer duration.
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DURATION OF REPRESENTATIONS. The representations and warranties of Seller and liability therefore shall expire and be of no further force and effect two years and six months from the Closing Date. Buyer agrees to give Seller prompt written notice of any claimed breach of a representation or warranty and Seller shall have ten days from its receipt if Buyer's notice to cure any actual or claimed breach or default. The remedy of recission shall not be available to Seller for a breach of a representation or warranty hereunder unless Seller can show that the misrepresentation was knowingly made.
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DURATION OF REPRESENTATIONS. Except for that representation made under Section 4.7.2.1.6 above, which shall survive so long as the initial use developed on Lot 7 is in operation, each of the foregoing representations and warranties shall expire and be of no further force or effect, unless either Party shall have made a claim based upon an alleged breach of such representations and warranties within seven (7) years following Final Completion of the Project.
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DURATION OF REPRESENTATIONS. The representations, warranties, covenants and indemnities in this Agreement and in any other document delivered in connection herewith shall survive the Closing of this Agreement and notwithstanding the Closing and regardless of any investigations by or on behalf of any of the parties with respect thereto, shall continue in full force and effect for the benefit of the respective parties, the Seller Indemnified Persons and the Buyer Indemnified Persons.
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Related to DURATION OF REPRESENTATIONS

  • Confirmation of Representations Borrower shall deliver, in connection with any Securitization, (a) one or more Officer’s Certificates certifying as to the accuracy of all representations made by Borrower in the Loan Documents as of the date of the closing of such Securitization in all relevant jurisdictions, and (b) certificates of the relevant Governmental Authorities in all relevant jurisdictions indicating the good standing and qualification of Mortgage Borrower, Senior Mezzanine Borrower, Borrower and Holdings as of the date of the Securitization.

  • Reaffirmation of Representations The Borrower hereby repeats and reaffirms all representations and warranties made by the Borrower to the Administrative Agent and the Lenders in the Credit Agreement as amended by this Amendment and the other Credit Documents on and as of the date hereof with the same force and effect as if such representations and warranties were set forth in this Amendment in full.

  • Repetition of Representations Delivery of an Accession Letter constitutes confirmation by the relevant Subsidiary that the Repeating Representations are true and correct in relation to it as at the date of delivery as if made by reference to the facts and circumstances then existing.

  • Exclusivity of Representations Except for the representations and warranties contained in this Agreement and the other Transaction Documents (as limited by Section 10.11), none of the Companies or any other Person makes or has made any other representation or warranty, expressed or implied, at law or in equity, with respect to the Companies, the Transaction, the Shares or any of the Companies’ respective businesses, assets, liabilities, operations, prospects, or condition (financial or otherwise), and HoldCo disclaims any other representations or warranties, whether made by the Companies or any of their respective Affiliates or Representatives (collectively, “HoldCo Related Persons”), and no HoldCo Related Person has any authority, express or implied, to make any representations, warranties or agreements not specifically set forth in this Agreement or the other Transaction Documents and subject to the limited remedies herein or therein provided. Except for (a) the representations and warranties expressly set forth in this Article 2 and the other Transaction Documents (as limited by Section 10.11), and (b) claims arising from actual fraud, HoldCo (directly and on behalf of all HoldCo Related Persons) hereby disclaims all liability and responsibility for any express or implied representation, warranty, projection or forecast of any kind (including, without limitation, forecasts, projections or budgets for financial performance such as revenues, expenses or EBITDA) or information made, communicated, or furnished (whether orally or in writing, in any data room relating to the Transaction, in management presentations, in memoranda, in marketing materials, in functional “breakout” discussions, in responses to questions or requests submitted by or on behalf of the Buyer Parties or in any other form in consideration or investigation of the Transaction) to the Buyer Parties or their respective Affiliates or Representatives (including any opinion, information, forecast, projection, budget, financial review or advice that may have been or may be provided to the Buyer Parties or their respective Affiliates or Representatives by the Companies or any HoldCo Related Person).

  • Termination of Representations and Warranties The representations and warranties of the parties set forth in this Agreement shall terminate at the Effective Time.