Common use of Indemnification and Remedies Clause in Contracts

Indemnification and Remedies. 8.1 Survival All representations and warranties made by each Party contained in Section 5 shall survive for a period of twenty-four (24) months following the Closing Date; provided that (i) the Fundamental Representations shall survive for a period of thirty-six (36) months following the Closing Date and (ii) the representations and warranties set forth in Section 8 of Schedule II shall survive until 60 days after the expiration of the applicable statute of limitations for the taxes at issue. The covenants and agreements of each Seller and the Company set forth in this Agreement shall survive the Closing until fully discharged in accordance with their terms and the covenants or agreements that by their terms relates only to the Interim Period shall terminate as of the Closing.