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Covenants of the Adviser
Covenants of the Adviser contract clause examples

9.01Survival of Representations, Warranties, Covenants and Agreements. Notwithstanding any right of SRSG, Merger Sub or BioSculpture (whether or not exercised) to investigate the affairs of SRSG, Merger Sub or BioSculpture or a waiver by SRSG or BioSculpture of any Closing Condition set forth in Article 7 or Article 8, each Party shall have the right to rely fully upon the representations, warranties, covenants and agreements of the other Party contained in this Agreement or the Schedules annexed hereto or in any agreement or instrument delivered pursuant to this Agreement. Unless earlier terminated pursuant to Article 10, all of the representations, warranties, covenants and agreements of BioSculpture, SRSG and of Merger Sub contained in this Agreement or in any Schedule, agreement or instrument delivered pursuant to this Agreement shall survive the Closing and Effective Time and continue until the sixth anniversary of the Closing.

7.02Accuracy of Representations. The representations and warranties made by SRSG and Merger Sub in this Agreement were true when made herein and shall be true immediately prior to Closing, as of the time of Closing in addition to as of any date stated in such representation or warranty, with the same force and effect as if such representations and warranties were made immediately prior to the Closing (except for changes therein permitted by this Agreement), and SRSG and Merger Sub shall have performed and complied with all terms, covenants and conditions required by this Agreement to be performed or complied with by either or both of them prior to or at the Closing. BioSculpture shall be furnished with certificates, signed by duly authorized officers of SRSG and Merger Sub and dated the Closing Date, to the foregoing effect.

8.01Accuracy of Representations. The representations and warranties made by BioSculpture in this Agreement were true when made and shall be true immediately prior to the Closing, as of the time of Closing in addition to as of any date stated in such representation or warranty, with the same force and affect as if such representations and warranties were made immediately prior to the Closing (except for changes therein permitted by this Agreement), and BioSculpture shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by BioSculpture prior to or at the Closing. SRSG and Merger Sub shall be furnished with a certificate, signed by a duly authorized officer of BioSculpture and dated the Closing Date, to the foregoing effect.

BioSculpture, SRSG and Merger Sub desire to make certain representations, warranties, covenants and agreements in connection with the Merger, and the respective Parties will rely on such representations, warranties, covenants and agreements.

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