Common use of SURVIVAL; RIGHT TO INDEMNIFICATION NOT AFFECTED BY KNOWLEDGE Clause in Contracts

SURVIVAL; RIGHT TO INDEMNIFICATION NOT AFFECTED BY KNOWLEDGE. All representations, warranties, covenants, and obligations in this Agreement, the Disclosure Letter, and any other certificate or document delivered pursuant to this Agreement will survive the Closing for a period of eighteen (18) months, except for the representations and warranties contained in Sections 3.2, 3.3 and 4.2, and in Exhibit 3, which shall survive indefinitely, and the representations and warranties contained in Section 3.10, which shall survive for the applicable statute of limitations periods. The right to indemnification, payment of Damages or other remedy based on such representations, warranties, covenants, and obligations will not be affected by any investigation conducted with respect to, or any Knowledge acquired (or capable of being acquired) at any time by Investor, whether before or after the Closing Date, with respect to the accuracy or inaccuracy of or compliance with, any such representation, warranty, covenant, or obligation. The waiver of any condition based on the accuracy of any representation or warranty, or on the performance of or compliance with any covenant or obligation, will not affect the right to indemnification, payment of Damages, or other remedy based on such representations, warranties, covenants, and obligations.

SURVIVAL; RIGHT TO INDEMNIFICATION NOT AFFECTED BY KNOWLEDGE. All representations, warranties, covenants, representations and obligations warranties in this Agreement, the Disclosure Letter, Schedule and in any other certificate or document delivered pursuant to this Agreement will shall survive the Closing for a period of eighteen (18) monthsuntil June 30, except for 2001; provided, however, that the representations and warranties contained in Sections 3.23.2(c), 3.3 3.2(d), 3.2(k) and 4.2, and in Exhibit 3, which 3.3(b) shall survive indefinitely, in perpetuity and the representations and warranties contained in Section 3.103.2(j) shall survive until 30 days following the expiration of the applicable statute of limitations; further, provided, that this Section 8.1 shall not limit any covenant, restriction, obligation or other agreement of the parties set forth or contemplated herein, each of which shall survive for the applicable statute of limitations periodsits respective term set forth in this Agreement. The right to indemnification, payment of Damages or other remedy based on such representations, warranties, covenants, restrictions, obligations and obligations agreements will not be affected by any investigation conducted with respect to, or any Knowledge acquired (or capable of being acquired) at any time by Investortime, whether before or after the execution and delivery of this Agreement or the applicable Closing Date, with respect to the accuracy or inaccuracy of or compliance with, any such representation, warranty, covenant, or obligation. The waiver of any condition based on the accuracy of any representation or warranty, or on the performance of or compliance with any covenant or obligation, will not affect the right to indemnification, payment of Damages, or other remedy based on such representations, warranties, covenants, and obligations.

SURVIVAL; RIGHT TO INDEMNIFICATION NOT AFFECTED BY KNOWLEDGE. All representations, warranties, covenants, covenants and obligations set forth in this Agreement, the Disclosure Lettercertificates delivered pursuant to Sections 9.1(c) and 9.2(c), and any other certificate or document delivered pursuant to this Agreement will survive the Closing for a period of eighteen (18) monthsClosing; provided, except for that the representations and warranties contained (i) in Sections 3.2, 3.3 4.19 and 4.24.24(a) shall expire after 12 months from the Closing Date, and (ii) in Exhibit 3Sections 4.11, which 4.12, 4.18 and 4.29 shall survive indefinitely, and expire after 18 months from the representations and warranties contained in Section 3.10, which shall survive for the applicable statute of limitations periodsClosing Date. The right to indemnification, payment of Damages "Damages" (as defined in Section 10.2) or other remedy remedies based on such representations, warranties, covenants, covenants and obligations will not be affected by the Closing, by any earlier termination of this Agreement, or by any investigation conducted by any Person with respect to, or any Knowledge knowledge acquired (or capable of being acquired) by any Person at any time by Investortime, whether before or after the execution and delivery of this Agreement or the Closing Date, with respect to to, the accuracy or inaccuracy of or compliance with, with any such representation, warranty, covenant, covenant or obligation. The waiver of any condition based on the accuracy of any representation or warranty, or on the performance of or compliance with any covenant or obligation, will not affect the right to indemnification, payment of Damages, Damages or other remedy based on such representations, warranties, covenants, covenants and obligations.

SURVIVAL; RIGHT TO INDEMNIFICATION NOT AFFECTED BY KNOWLEDGE. All representations, warranties, covenants, indemnification rights and other obligations in this Agreement, the Disclosure LetterSchedules to this Agreement, the supplements to this Agreement, the documents delivered pursuant to Section 5.02, and any other certificate or document delivered pursuant to this Agreement will survive the Closing for a period of eighteen twenty (1820) months, except for provided that the representations set forth in Section 5.02 and warranties contained in Sections 3.2, 3.3 and 4.2, and in Exhibit 3, which the first sentence of Section 5.03 shall survive indefinitely, indefinitely and the representations and warranties contained in Section 3.10, which 5.21 shall survive for until the expiration of the applicable statute of limitations periodslimitations, and any claim made in writing during such twenty (20) month period shall survive until it is finally resolved and any obligations or covenants which by their terms survive for a longer period of time shall survive for such longer period. The right to indemnification, payment of Damages or other remedy based on such representations, warranties, covenants, and obligations will not be affected by any investigation conducted with respect to, or any Knowledge acquired (or capable of being acquired) at any time by Investortime, whether before or after the execution and delivery of this Agreement or the Closing Date, with respect to the accuracy or inaccuracy of or compliance with, any such representation, warranty, covenant, or obligation. The waiver of any condition based on the accuracy of any representation or warranty, or on the performance of or compliance with any covenant or obligation, will not affect the right to indemnification, payment of Damages, or other remedy based on such representations, warranties, covenants, and obligations.

SURVIVAL; RIGHT TO INDEMNIFICATION NOT AFFECTED BY KNOWLEDGE. All representations, warranties, covenants, and obligations in this Agreement, the Disclosure Letter, and any other certificate or document delivered pursuant to this Agreement will survive the Closing for a period of eighteen two years from the date hereof (18) months, except save for the representations Sections 2.2 and warranties contained in Sections 3.2, 3.3 and 4.22.4, and all representations, warranties, covenants, and obligations in Exhibit 3, this Agreement relating to environmental or tax matters which shall survive indefinitely, and the representations and warranties contained in Section 3.10, which shall survive for through the applicable statute of limitations periodslimitation), except that this Section 8 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after such period. The right to indemnification, payment of Damages or other remedy based on such representations, warranties, covenants, and obligations will not be affected by any investigation conducted with respect to, or any Knowledge acquired (or capable of being acquired) at any time by Investor, whether before or after the Closing Dateexecution and delivery of this Agreement, with respect to the accuracy or inaccuracy of or compliance with, any such representation, warranty, covenant, or obligation. The waiver of any condition based on the accuracy of any representation or warranty, or on the performance of or compliance with any covenant or obligation, will not affect the right to indemnification, payment of Damages, or other remedy based on such representations, warranties, covenants, and obligations.

SURVIVAL; RIGHT TO INDEMNIFICATION NOT AFFECTED BY KNOWLEDGE. All representations, warranties, covenants, covenants and obligations in this Agreement, the Disclosure LetterSchedules, the certificates delivered pursuant to Sections 7.1 and 7.2, and any other certificate or document delivered pursuant to this Agreement will survive the Closing for a period Closing, provided that the representations and warranties of eighteen (18) monthsthe Riverside Parties contained in Section 4 shall expire on the second anniversary of the Closing, except for other than the representations and warranties contained in Sections 3.24.1(a) (Authority), 3.3 4.5 (Capitalization), 4.15(b) (Employee Benefit Plans), 4.17 (Environmental) and 4.2, and in Exhibit 34.22 (Taxes), which shall survive indefinitely, and the representations and warranties contained in Section 3.10, which shall survive for the applicable statute of limitations periodsnot expire. The right to indemnification, payment of Damages "Damages" (as defined in Section 9.2) or other remedy based on such representations, warranties, covenants, covenants and obligations will not be affected by any investigation conducted with respect to, or any Knowledge acquired (or capable of being acquired) at any time by Investortime, whether before or after the execution and delivery of this Agreement or the Closing Date, with respect to the accuracy or inaccuracy of or compliance with, any such representation, warranty, covenant, covenant or obligation. The waiver of any condition based on the accuracy of any representation or warranty, or on the performance of or compliance with any covenant or obligation, will not affect the right to indemnification, payment of Damages, Damages or other remedy based on such representations, warranties, covenants, covenants and obligations.

SURVIVAL; RIGHT TO INDEMNIFICATION NOT AFFECTED BY KNOWLEDGE. All representations, warranties, covenants, and obligations in this Agreement, the Disclosure LetterSchedule, the certificate delivered pursuant to Section 8.7, and any other certificate or document delivered pursuant to this Agreement or any of the Related Documents will survive the Closing for a period of eighteen (18) monthsthree years following the Closing; provided, except for the however, that all representations and warranties contained in Sections 3.2, 3.3 made as of the date hereof by incorporation into this Agreement by reference pursuant to Section 4.17 of this Agreement that relate to Section 4.17 (Employment Matters) and 4.2, and in Exhibit 3, which Section 4.23 (Taxes) of the Securities Purchase Agreement shall survive indefinitely, and until 30 days after the representations and warranties contained in Section 3.10, which shall survive for expiration of the applicable respective statute of limitations periodsapplicable thereto. The right to indemnification, payment of Damages Losses or other remedy based on such representations, warranties, covenants, covenants and obligations agreements will not be affected by any investigation conducted with respect to, or any Knowledge knowledge acquired (or capable of being acquired) at any time by Investortime, whether before or after the execution and delivery of this Agreement or the Closing Date, with respect to the accuracy or inaccuracy of or compliance with, any such representation, warranty, covenant, covenant or obligationagreement. The waiver of any condition based on the accuracy of any representation or warranty, or on the performance of or compliance with any covenant or obligation, will not affect the right to indemnification, payment of DamagesLosses, or other remedy based on such representations, warranties, covenants, covenants and obligationsagreements.