Acquiror Specified Representations definition
Examples of Acquiror Specified Representations in a sentence
The Seller Specified Representations and the Acquiror Specified Representations will survive the Closing until the date that is the third anniversary of the Closing.
The Seller Specified Representations and the Acquiror Specified Representations will survive the Closing indefinitely other than Section 2.13(a)-(c) which will survive the Closing until the date that is the fifth anniversary of the Closing.
Notwithstanding anything to the contrary contained herein, the Acquiror shall not be required to indemnify, defend or hold harmless any Parent Indemnified Party against, or reimburse any Parent Indemnified Party for, any Losses pursuant to Section 10.03(a)(i) (including, for this purpose, in respect of the breach of any Acquiror Specified Representations) in a cumulative aggregate amount exceeding the Purchase Price.
The representations, warranties of Seller and Acquiror contained in this Agreement (other than the Seller Specified Representations and the Acquiror Specified Representations) will survive the Closing until the date that is 12 months after the Closing Date.
The Seller Specified Representations, the Acquiror Specified Representations and the representations and warranties set forth in Section 2.19 (Environmental Matters) will survive the Closing until the date that is the third anniversary of the Closing.
The Seller Specified Representations and the Acquiror Specified Representations will survive the Closing until the later of the date that is the third anniversary of the Closing and the expiration of the applicable statute of limitations related thereto.
The receiving party shall likewise be held liable for the conduct of its staff, vicarious agents or subcontractors, without being entitled to provide proof of exoneration pursuant to Section 831, para.
Notwithstanding the foregoing, the Basket shall not be applicable to any Losses as a result of, arising out of or otherwise relating any inaccuracy in or breach of Company Specified Representations or Acquiror Specified Representations.
For purposes of determining whether the limit set forth in the immediately preceding sentence of this Section 10.03(b) has been met or exceeded, any amount paid by the Acquiror for Losses pursuant to Section 10.03(a)(i), including in respect of the breach of any Acquiror Specified Representations, shall be taken into account.
The Seller Specified Representations and the Acquiror Specified Representations will survive the Closing until such time as a claim in respect of any breach of such representations and warranties is barred from being made under any applicable statute of limitations period imposed by Law.