Effect of Certain Waivers of Closing Conditions. If prior to the Closing (i) any party (the “Waiving Party”) has knowledge of any breach by any other party of any representation, warranty or covenant contained in this Agreement or any Related Document, (ii) the effect of such breach is a failure of any condition to the Waiving Party’s obligations set forth in this Article VI and (iii) the Waiving Party elects to proceed with the Closing, the parties shall proceed with the consummation of the Transactions as if all parties were obligated to do so, but the party who is not obligated to proceed but elects to do so shall be deemed to have waived the fulfillment of the condition or conditions contained herein unless such party has delivered a waiver of such conditions in writing to the other party.
Appears in 2 contracts
Sources: Asset Purchase Agreement, Asset Purchase Agreement (C-Cor Inc)