Clauses > Survival


Standard Standard — Indefinite Survival of Core Provisions 


  1. Survival. The parties' obligations under sections [CONFIDENTIALITY OBLIGATIONS], [NON-COMPETITION OBLIGATION], and [EFFECT OF TERMINATION] will survive the [TERMINATION, EXPIRATION, CLOSING DATE] of this agreement.

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Survival


  1.  Survival. The parties' rights and obligations under this agreement will survive the termination of this agreement.

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Survival


 Survival Period

Survival of Core Obligations. The parties' obligations under the [CONFIDENTIALITY OBLIGATIONS], [NON-COMPETITION OBLIGATION], and the [EFFECT OF TERMINATION] subclauses will survive the Closing Date.

Survival of Certain Representations, Warranties, and Covenants. The representations, warranties and covenants (to the extent such covenants relate to the performance of obligations prior to the Closing) of the parties contained in this agreement or in any certificate delivered by them under this agreement will survive the Closing Date for 12-months, except for: 

the [ORGANIZATION REPRESENTATION], [AUTHORIZATION REPRESENTATION], and [BROKERS REPRESENTATION] representations, which shall survive the Closing Date indefinitely; and

the [ENVIRONMENTAL MATTERS REPRESENTATION], EMPLOYEE BENEFIT MATTERS REPRESENTATION, and [TAXES REPRESENTATION] representations, which will survive for 60 days after the expiration of the applicable statute of limitations (taking into account any tolling periods and other extensions); and

any specific covenant contained in this agreement that requires performance after the Closing Date will survive the Closing Date indefinitely.

Survival of Indemnification Obligations. The parties' indemnification obligations under the [INDEMNIFICATION CLAUSE] will survive the Closing Date of this agreement with respect to any indemnifiable proceedings (whether related to direct claims between the parties or to third-party claims) an Indemnified Party has notified the Indemnifying Party of before the termination of the applicable survival period set forth above.


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Party weight: Neutral
Survival


Survival

Survival of Core Clauses. The parties' obligations under sections [CONFIDENTIALITY OBLIGATIONS], [NON-COMPETITION OBLIGATION], and [EFFECT OF TERMINATION] will survive the [expiration or termination of this agreement / closing].

Survival of Representations, Warranties, and Covenants. The representations, warranties, and covenants of the parties contained in this agreement or in any certificate delivered by them under this agreement will survive the [TERMINATION, EXPIRATION, CLOSING DATE] of this agreement for [SURVIVAL TIME PERIOD] months.

Survival of Indemnification Obligations. The parties' indemnification obligations under the [INDEMNIFICATION CLAUSE] will survive the [TERMINATION, EXPIRATION, CLOSING DATE] of this agreement with respect to any claims the indemnified party has notified the indemnifying party of before the termination of the survival period listed above.


Tags:
Party weight: Neutral
Survival


Survival

Survival of Core Clauses. The parties' obligations under sections [CONFIDENTIALITY OBLIGATIONS], [NON-COMPETITION OBLIGATION], and [EFFECT OF TERMINATION] will survive the [expiration or termination of this agreement / closing].

Survival of Representations, Warranties, and Covenants. The representations, warranties, and covenants of the parties contained in this agreement or in any certificate delivered by them under this agreement will survive the [TERMINATION, EXPIRATION, CLOSING DATE] of this agreement for [SURVIVAL TIME PERIOD] months.


Tags:
Party weight: Neutral
Survival