FINTECH ACQUISITION CORPSecurities Purchase Agreement2016-11-14DEBlank Checks
The representations, warranties, covenants and agreements of the parties hereto shall survive the Closing.
Clause Library
Survival Clause Examples
A contractual provision specifying which obligations and rights continue to exist after the termination or expiration of the agreement.
20 examplesSourced from SEC EDGAR
Survival Clause Overview
A survival clause lists which obligations, such as confidentiality, indemnification, or payment of amounts already due, continue to apply even after the contract itself ends or expires.
Without it, there could be ambiguity about whether duties like keeping information confidential simply disappear the moment the underlying agreement terminates, which most parties don't intend.
Check which specific clauses are listed as surviving. A generic "this agreement shall survive" statement is weaker than a clause that names the sections, and note whether surviving obligations have their own time limit or continue indefinitely.
Sample Clauses - Survival
2U, INC.Office Lease2017-02-24DEServices-Prepackaged Software
This Agreement shall be deemed to be continuing in nature and shall remain in full force and effect and shall survive the exercise of any remedy by Landlord under the Lease unless and until the Obligations have been indefeasibly paid and performed in full.
ACCOLADE, INC.Amended and Restated Services Agreement2020-02-28DEServices-Business Services, NEC
The sections of this Agreement that by their nature are intended to survive its expiration or termination, including Sections 10.5, 11, 13, 14, 18 and 19 will survive the expiration or termination of this Agreement.
ACCOLADE, INC.Master Services Agreement2021-04-01DEServices-Business Services, NEC
Sections 4.2, 4.3, 5.1, 5.2, and 5.3 shall survive the expiration or termination for any reason of the Agreement and/or of this Exhibit.
AHP SERVICING LLCInvention, Non-Disclosure, and Non-Competition Agreement2018-07-26DEReal Estate
The provisions of this Agreement shall survive the expiration or termination of the relationship whereby Executive renders services to the Companies.
ALBANY INTERNATIONAL CORP /DE/Executive Separation Agreement2020-02-28DEBroadwoven Fabric Mills, Man Made Fiber & Silk
The Company's and Executive's obligations under Section 6 and, to the extent provided in Section 6, the Executive's obligations under Sections 9 and 10, will survive the termination of this Agreement.
ALLERGEN RESEARCH CORPSecurities Purchase Agreement2017-03-15DEPharmaceutical Preparations
The representations, warranties, covenants and agreements made in this Agreement shall survive any investigation made by the Company or the Purchaser and the Closing.
APTORUM GROUP LTDSecurities Purchase Agreement
The representations and warranties contained herein shall survive the Closing and the delivery of the Securities for the applicable statute of limitations.
ARCTURUS THERAPEUTICS LTD.Research Agreement
The following Articles and Sections of this Agreement shall survive expiration or termination of this Agreement: Sections [Section.Numbers], and Articles [Article.Numbers]
ARCUS BIOSCIENCES, INC.License Agreement2018-01-19DEPharmaceutical Preparations
This Section 6 shall survive the expiration or termination of this Agreement for a period of [***] years.
ATA INC.Note Purchase Agreement
If this Agreement is terminated pursuant to Section 9.2, this Agreement shall become null and void and of no further force and effect, except that the Parties shall continue to be bound by the provisions of Section 6 (Confidentiality; Restriction on Announcements), Section 8 (Indemnification), this Section 9.3, Section 10 (Notices), Section 11 (Miscellaneous) and Section 12 (Governing Law and Dispute Resolution). Nothing in this Section 9.3 shall be deemed to release any Party from any liability for any breach of this Agreement prior to the effective date of such termination.
ATARA BIOTHERAPEUTICS, INC.Development and Manufacturing Services Agreement2018-08-01DEBiological Products, (No Diagnostic Substances)
Survival. Expiration or termination of this Agreement for any reason will not relieve either party of any right or obligation accruing prior to such expiration or termination. Further, the provisions of Sections [ * ], and any obligation, or liability of either party under this Agreement or under any ancillary agreement executed in connection herewith, or any subsequent addenda hereto or thereto that by its nature and intent remains valid after termination or expiration will survive any termination or expiration of this Agreement; provided, however, that Sections 11.1, 11.2, and 11.3 shall survive until [ * ] such termination or expiration.
ARVINAS, INC.Commercial Lease Agreement2020-03-16DEPharmaceutical Preparations
The rights, obligations and liabilities of Landlord and Tenant under this Article 4 shall survive the expiration or earlier termination of this Lease for any reason.
AVEANNA HEALTHCARE HOLDINGS, INC.Amended and Restated Employment Agreement2021-04-01DEServices-Home Health Care Services
Subject to any limits on applicability contained therein, Section 7 will survive and continue in full force in accordance with its terms notwithstanding any termination of the Employment Period.
BELLRING BRANDS, INC.Master Services Agreement
Sections 2.7, 2.8, 3.2, 3.3, and Articles I, IV, VI, VII, VIII, IX, X, XI, and XII shall survive any termination or expiration of this Agreement.
BJ SERVICES, INC.Contribution Agreement2017-07-14DEOil & Gas Field Services, NEC
The Parties agree that Article I, Article V, Article VI, Article VII, Article VIII, and Section 2.6(c) will survive the termination of this Agreement and that any such termination shall not affect any obligation for the payment of Services rendered prior to termination.
BLACKSTAR ENTERPRISE GROUP, INC.Client Agreement2018-09-05DEFinance Services
This Agreement shall be binding upon and inure to the benefit of the respective Parties hereto and their executors, administrators, heirs, personal representatives, successors and assigns. The covenants contained in this Agreement (including but not limited to those contained in Sections L-N shall survive termination of the Agreement. The existence of any claim or cause of action of Client against [Company], whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by the Company of any of the covenants contained in this Agreement.
BIODESIX INCIntellectual Property License Agreement2020-10-09DEServices-Medical Laboratories
All covenants, representations and warranties made in this Agreement continue in full force and effect until this Agreement has terminated pursuant to its terms and all Obligations (other than inchoate indemnity obligations and any other obligations which, by their terms, are to survive the termination of this Agreement) have been satisfied. The obligation of Borrower in Section 12.2 to indemnify each Lender and Collateral Agent, as well as the confidentiality provisions in Section 12.8 below, shall survive until the statute of limitations with respect to such claim or cause of action shall have run.
ACADEMY SPORTS & OUTDOORS, INC.Management Services Agreement2020-09-23DERetail-Miscellaneous Shopping Goods Stores
It is expressly understood that the foregoing paragraphs 2-7, 9-12 and paragraphs 15-19, in their entirety, survive any termination of this agreement.
ACCOLADE, INC.Amended and Restated Services Agreement2020-02-28DEServices-Business Services, NEC
The sections of this Agreement that by their nature are intended to survive its expiration or termination, including Sections 10.5, 11, 13, 14, 18 and 19 will survive the expiration or termination of this Agreement.
All clause examples are sourced from publicly available SEC EDGAR filings. These clauses are provided for educational and reference purposes only and do not constitute legal advice. Always consult a qualified attorney before using any clause in your contracts.
Frequently Asked Questions
- What is the Survival clause?
- A contractual provision specifying which obligations and rights continue to exist after the termination or expiration of the agreement.
- When would a contract include the Survival clause?
- Parties typically add a clause like this when the underlying issue is important enough that they want the agreement itself to state a clear, negotiated position, rather than leaving it to interpretation, industry custom, or whatever default rule would otherwise apply. How specific the wording gets usually reflects how much this point mattered in negotiation.
- What should I watch for when reviewing the Survival clause?
- Wording for this type of clause varies a lot between contracts, scope, triggering conditions, exceptions, and any related defined terms are often heavily negotiated. When reviewing one, compare it against your own priorities rather than assuming a standard or "market" version applies, and check how it interacts with other clauses in the same agreement.
- Is this clause legally required, and can I just copy an example into my contract?
- Whether a clause like this is needed, and exactly how it should be worded, depends on the contract, the industry, and the laws that apply to that specific agreement. The examples on this page are for general education and reference, not legal advice, so for a contract you intend to sign, have the specific language reviewed by a qualified lawyer.