Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 27 contracts
Sources: Merger Agreement, Merger Agreement (Graham Holdings Co), Merger Agreement (SmartPros Ltd.)
Extension of Time, Waiver, Etc. At any time prior to The Company and the Effective Time, any party Investor may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any the other party contained herein or in any document delivered pursuant hereto, (b) extend the time for the performance of any of the obligations or acts of any the other party hereto or (c) waive compliance by the other party with any of the agreements contained herein applicable to such party or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent Company or Merger Sub the Investor in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 18 contracts
Sources: Subscription Agreement (Lucid Group, Inc.), Subscription Agreement (Lucid Group, Inc.), Subscription Agreement (Lucid Group, Inc.)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party the Company and Parent may, subject to applicable Law, :
(a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of the other party;
(b) waive any inaccuracies in the representations and warranties of the other party hereto contained herein or in any document delivered pursuant hereto; or
(c) waive compliance by the other party with any of the agreements or conditions of the other party contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Company or Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 18 contracts
Sources: Merger Agreement (EarthLink Holdings Corp.), Merger Agreement (Windstream Holdings, Inc.), Merger Agreement (UTi WORLDWIDE INC)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, any MLP Entity or any Parent or Merger Sub Entity in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 6 contracts
Sources: Merger Agreement, Merger Agreement, Merger Agreement (Regency Energy Partners LP)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s 's conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 6 contracts
Sources: Merger Agreement (True Religion Apparel Inc), Merger Agreement (Warburg Pincus Private Equity IX, L.P.), Merger Agreement (SBS Technologies Inc)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The rights and remedies herein provided shall be cumulative and not exclusive of any rights or remedies provided by applicable Law.
Appears in 5 contracts
Sources: Merger Agreement (Plethico Pharmaceuticals Ltd.), Merger Agreement (Shire PLC), Merger Agreement (Natrol Inc)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any Any party may, subject to applicable Applicable Law, solely as to itself: (ai) waive any inaccuracies in the representations and warranties of any other party hereto, ; (bii) extend the time for the performance of any of the obligations or acts of any other party hereto hereto; or (ciii) waive compliance by the any other party with any of the agreements contained herein in this Agreement or, except as otherwise provided hereinin this Agreement, waive any of such party’s conditionsconditions set forth in this Agreement. Notwithstanding the foregoing, no failure or delay by the CompanyStockholder, Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof of rights, nor shall any single or partial exercise thereof of such rights preclude any other or further exercise thereof of such rights or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 5 contracts
Sources: Tender and Support Agreement (Sundara Investment Partners, LLC), Tender and Support Agreement (Sundara Investment Partners, LLC), Tender and Support Agreement (Flexpoint Fund Ii, L.P.)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, :
(a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of the other party;
(b) waive any inaccuracies in the representations and warranties of the other party hereto contained herein or in any document delivered pursuant hereto; or
(c) subject to the proviso of Section 7.3 waive compliance by the other party with any of the agreements or conditions of the other party contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, foregoing no failure or delay by the Company, Parent or Merger Sub any party in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 5 contracts
Sources: Merger Agreement (Grupo Mexico Sa De Cv /Fi), Merger Agreement (Phelps Dodge Corp), Merger Agreement (Asarco Inc)
Extension of Time, Waiver, Etc. At any time prior to the Effective TimeClosing Date, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any the other party hereto, (b) extend the time for the performance of any of the obligations or acts of any the other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent Seller or Merger Sub the Purchaser in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 4 contracts
Sources: Equity Purchase Agreement (Teco Energy Inc), Equity Purchase Agreement (Teco Energy Inc), Equity Purchase Agreement (Teco Energy Inc)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Partnership or any Parent or Merger Sub Entity in exercising any right hereunder shall will operate as a waiver thereof nor shall will any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall will be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 4 contracts
Sources: Merger Agreement (MPLX Lp), Merger Agreement (Marathon Petroleum Corp), Merger Agreement (Markwest Energy Partners L P)
Extension of Time, Waiver, Etc. At any time prior to the Effective TimeClosing Date, any party may, subject to applicable Law, may (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto; (b) waive any inaccuracies in the representations and warranties of any other party hereto contained herein or in any document delivered pursuant hereto; or (c) waive compliance by the other party with any of the agreements or conditions of any other party hereto contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent Company or Merger Sub the Purchaser in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 4 contracts
Sources: Plan of Reorganization and Agreement of Securities Exchange (Madison Ventures Inc.), Agreement of Securities Exchange and Plan of Reorganization (INTERACTIVE MULTI MEDIA AUCTION Corp), Agreement of Securities Exchange and Plan of Reorganization (INTERACTIVE MULTI MEDIA AUCTION Corp)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the CompanyTarget, Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 3 contracts
Sources: Merger Agreement (Geo Group Inc), Merger Agreement (Cornell Companies Inc), Merger Agreement (Cornell Companies Inc)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party hereto may, subject to applicable Law, if set forth in writing, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the any other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 3 contracts
Sources: Merger Agreement (Ulticom, Inc), Merger Agreement (Ulticom, Inc), Merger Agreement (Ulticom, Inc)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, the Company and Parent may (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of the other party, (b) waive any inaccuracies in the representations and warranties of the other party contained herein or in any document delivered pursuant hereto or (c) waive compliance by the other party with any of the agreements or conditions of the other party contained herein or, except as otherwise provided herein, waive any of such party’s conditionsin each case to the extent permitted by applicable Laws. Notwithstanding the foregoing, no failure or delay by the Company, Company or Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 3 contracts
Sources: Merger Agreement (NextWave Wireless Inc.), Merger Agreement (At&t Inc.), Merger Agreement (Centennial Communications Corp /De)
Extension of Time, Waiver, Etc. At any time prior to the Effective TimePurchase Date, any party may, subject to applicable Law, may (a) waive any inaccuracies in the representations and warranties of any other party hereto, hereto or (bb)(i) extend the time for the performance of any of the obligations or acts of any other party hereto or (cii) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s 's conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent Company or Merger Sub Purchaser in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 3 contracts
Sources: Tender Agreement (Odd Job Stores Inc), Tender Agreement (Odd Job Stores Inc), Tender Agreement (Odd Job Stores Inc)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any Any party may, subject to applicable Law, solely as to itself: (ai) waive any inaccuracies in the representations and warranties of any other party hereto, ; (bii) extend the time for the performance of any of the obligations or acts of any other party hereto hereto; or (ciii) waive compliance by the any other party with any of the agreements contained herein in this Agreement or, except as otherwise provided hereinin this Agreement, waive any of such party’s conditionsconditions set forth in this Agreement. Notwithstanding the foregoing, no failure or delay by the CompanyStockholder, Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof of rights, nor shall any single or partial exercise thereof of such rights preclude any other or further exercise thereof of such rights or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 3 contracts
Sources: Tender and Support Agreement (Nova Merger Sub, Inc.), Tender and Support Agreement (Cdi Corp), Merger Agreement (Cdi Corp)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Company or Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 3 contracts
Sources: Merger Agreement (Perfumania Holdings, Inc.), Merger Agreement (Perfumania Holdings, Inc.), Merger Agreement (Parlux Fragrances Inc)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the any other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 3 contracts
Sources: Merger Agreement (Kinder Morgan, Inc.), Merger Agreement (Kinder Morgan Management LLC), Merger Agreement (Kinder Morgan, Inc.)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, the Company and Parent may (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of the other party; (b) waive any inaccuracies in the representations and warranties of the other party hereto contained herein or in any document delivered pursuant hereto; or (c) waive compliance by the other party with any of the agreements or conditions of the other party contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Company or Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 2 contracts
Sources: Merger Agreement (Samsonite Corp/Fl), Merger Agreement (CVC European Equity IV (AB) LTD)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto hereto, or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub Purchaser in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 2 contracts
Sources: Tender Offer and Merger Agreement (National Patent Development Corp), Tender Offer and Merger Agreement (Five Star Products Inc)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party Party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party Party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party Party hereto or (c) waive compliance by the other party Party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such partyParty’s conditions. Notwithstanding the foregoing, no failure or delay by SPAC, Pubco, the Company, Parent Company or Company Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party Party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty.
Appears in 2 contracts
Sources: Agreement and Plan of Merger (Mountain Crest Acquisition Corp. IV), Merger Agreement (Mountain Crest Acquisition Corp. IV)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, may (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto; (b) waive any inaccuracies in the representations and warranties of any other party hereto contained herein or in any document delivered pursuant hereto; or (c) subject to the proviso of Section 8.13 waive compliance by the other party with any of the agreements or conditions of any other party hereto contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, foregoing no failure or delay by the Company, Parent Alcoa or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 2 contracts
Sources: Merger Agreement (Alcoa Inc), Merger Agreement (Reynolds Metals Co)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject Hi/Lo and Discount may to applicable Law, the extent legally allowed: (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of the other party; (b) waive any inaccuracies in the representations and warranties of the other party hereto contained herein or in any document delivered pursuant hereto; or (c) waive compliance by the other party with any of the agreements or conditions of the other party contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent Hi/Lo or Merger Sub Discount in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf each of such partythe parties.
Appears in 2 contracts
Sources: Merger Agreement (Hi Lo Automotive Inc /De), Merger Agreement (Discount Auto Parts Inc)
Extension of Time, Waiver, Etc. At any time prior to the Effective TimeClosing, any each party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any the other party heretoparties, (b) extend the time for the performance of any of the obligations or acts of any the other party hereto parties or (c) subject to the requirements of applicable Law, waive compliance by the other party parties with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub any party in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 2 contracts
Sources: Combination Agreement (Maiden Holdings, Ltd.), Combination Agreement (Maiden Holdings, Ltd.)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub any party hereto in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 2 contracts
Sources: Merger Agreement (NGL Energy Partners LP), Merger Agreement (NGL Energy Partners LP)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any and party may, subject to applicable Law, :
(a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of the other party;
(b) waive any inaccuracies in the representations and warranties of the other party hereto contained herein or in any document delivered pursuant hereto; or
(c) subject to the proviso of Section 8.4 waive compliance by the other party with any of the agreements or conditions of the other party contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, foregoing no failure or delay by the Company, R&B or Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 2 contracts
Sources: Merger Agreement (Falcon Drilling Co Inc), Merger Agreement (Falcon Drilling Co Inc)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or and (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such conditions for the waiving party’s conditionsbenefit. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub any party in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a any party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 2 contracts
Sources: Merger Agreement (CHS Inc), Merger Agreement (Newport Corp)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party Party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party Party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party Party hereto or (c) waive compliance by the other party Party with any of the agreements contained herein or, except as otherwise provided herein, waive or any of such partyParty’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party Party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty.
Appears in 2 contracts
Sources: Merger Agreement (BCTG Acquisition Corp.), Merger Agreement (Rodgers Silicon Valley Acquisition Corp)
Extension of Time, Waiver, Etc. At any time prior to the Effective TimeClosing, any party (with respect to itself only) may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party heretoparty, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub any party in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 2 contracts
Sources: Contribution Agreement (Southcross Energy Partners, L.P.), Contribution Agreement (American Midstream Partners, LP)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party hereto may, subject to applicable Law, : (a) waive any inaccuracies in the representations and warranties of any other party hereto, ; (b) extend the time for the performance of any of the obligations or acts of any other party hereto hereto; or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 2 contracts
Sources: Merger Agreement (Blue Martini Software Inc), Merger Agreement (Nektar Therapeutics)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party Party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party Party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party Party hereto or (c) waive compliance by the other party Party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such partyParty’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, any MLP Entity or any Parent or Merger Sub Entity in exercising any right hereunder shall will operate as a waiver thereof nor shall will any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party Party hereto to any such extension or waiver shall will be valid only if set forth in an instrument in writing signed on behalf of such partyParty.
Appears in 2 contracts
Sources: Merger Agreement, Merger Agreement (PetroLogistics LP)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party the parties hereto may, subject to applicable Law, :
(a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of the other parties;
(b) waive any inaccuracies in the representations and warranties of the other party hereto parties contained herein or in any document delivered pursuant hereto; or
(c) waive compliance by the other party with any of the agreements or conditions of the other parties contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub a party hereto in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 2 contracts
Sources: Merger Agreement (FMFG Ownership, Inc.), Merger Agreement (First Montauk Financial Corp)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, may (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto; (b) waive any inaccuracies in the representations and warranties of any other party hereto contained herein or in any document delivered pursuant hereto; or (c) subject to the proviso of Section 7.13 waive compliance by the other party with any of the agreements or conditions of any other party hereto contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, foregoing no failure or delay by the Company, Parent Company or Merger Sub the Bidder in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 2 contracts
Sources: Merger Agreement (Invitrogen Corp), Merger Agreement (Dexter Corp)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Company or any Parent or Merger Sub Entity in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 2 contracts
Sources: Merger Agreement (Copano Energy, L.L.C.), Merger Agreement (Kinder Morgan Energy Partners L P)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party Party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party Party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party Party hereto or (c) waive compliance by the other party Party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such partyParty’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party Party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty.
Appears in 2 contracts
Sources: Merger Agreement (Mountain Crest Acquisition Corp II), Merger Agreement (Mountain Crest Acquisition Corp.)
Extension of Time, Waiver, Etc. At any time prior to the Effective TimeSecond Closing, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the CompanySeller, Parent or Merger Sub Purchaser in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The rights and remedies herein provided shall be cumulative and not exclusive of any rights or remedies provided by applicable Law.
Appears in 2 contracts
Sources: Asset Purchase Agreement, Asset Purchase Agreement (Insmed Inc)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, : (a) waive any inaccuracies in the representations and warranties of any other party hereto, ; (b) extend the time for the performance of any of the obligations or acts of any other party hereto hereto; or (c) to the extent permitted by applicable Law, waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditionsin this Agreement. Notwithstanding the foregoing, no failure or delay by the Company, Merger Subsidiary or Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof of rights, nor shall any single or partial exercise thereof of such rights preclude any other or further exercise thereof of such rights or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 2 contracts
Sources: Merger Agreement (Alimera Sciences Inc), Merger Agreement (Ani Pharmaceuticals Inc)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, : (a) waive any inaccuracies in the representations and warranties of any other party hereto, ; (b) extend the time for the performance of any of the obligations or acts of any other party hereto hereto; or (c) to the extent permitted by applicable Law, waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditionsin this Agreement. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub or Parent in exercising any right hereunder shall operate as a waiver thereof of rights, nor shall any single or partial exercise thereof of such rights preclude any other or further exercise thereof of such rights or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 2 contracts
Sources: Merger Agreement (NeuroMetrix, Inc.), Merger Agreement (electroCore, Inc.)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent Parent, Merger Sub or Merger Sub 2 in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 2 contracts
Sources: Merger Agreement (Ladish Co Inc), Merger Agreement (Allegheny Technologies Inc)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party hereto may, subject to applicable Law, : (a) waive any inaccuracies in the representations and warranties of any other party hereto, ; (b) extend the time for the performance of any of the obligations or acts of any other party hereto hereto; or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s 's conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Sources: Merger Agreement (Aerogen Inc)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s 's conditions. Notwithstanding the foregoing, no failure or delay by the Company, Company or Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Sources: Merger Agreement (Hughes Supply Inc)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any Any party may, subject to applicable Law, : (a) waive any inaccuracies in the representations and warranties of any other party hereto, ; (b) extend the time for the performance of any of the obligations or acts of any other party hereto hereto; or (c) to the extent permitted by applicable Law, waive compliance by the other party with any of the agreements contained herein in this Agreement or, except as otherwise provided hereinin the Agreement, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub parties hereto in exercising any right hereunder shall operate as a waiver thereof of rights, nor shall any single or partial exercise thereof of such rights preclude any other or further exercise thereof of such rights or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Sources: Merger Agreement (Dts, Inc.)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent Company or Merger Sub RG in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Sources: Merger Agreement (Joe's Jeans Inc.)
Extension of Time, Waiver, Etc. At any time prior to the Effective TimeClosing, any party may, subject to applicable Law, Seller and Buyer may (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of the other party; (b) waive any inaccuracies in the representations and warranties of the other party hereto contained herein or in any document delivered pursuant hereto; or (c) waive compliance by the other party with any of the agreements or conditions of the other party contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent Seller or Merger Sub Buyer in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Sources: Stock Purchase Agreement (Centennial Communications Corp /De)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent Parent, CSN Holdings or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the CompanyWPC, Parent Esmark, or Merger Sub NewCo in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Sources: Agreement and Plan of Merger (Wheeling Pittsburgh Corp /De/)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s 's conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise or waiver thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Sources: Merger Agreement (Proquest Co)
Extension of Time, Waiver, Etc. At any time prior to the Effective TimeOffer Closing, any party may, subject to applicable Law, : (a) waive any inaccuracies in the representations and warranties of any other party hereto, ; (b) extend the time for the performance of any of the obligations or acts of any other party hereto hereto; or (c) to the extent permitted by applicable Law, waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditionsin this Agreement. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub or Parent in exercising any right hereunder shall operate as a waiver thereof of rights, nor shall any single or partial exercise thereof of such rights preclude any other or further exercise thereof of such rights or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Sources: Agreement and Plan of Merger (TherapeuticsMD, Inc.)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party Party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party Parties hereto, (b) extend the time for the performance of any of the obligations or acts of any other party Parties hereto or (c) waive compliance by the other party Parties with any of the agreements contained herein or, except as otherwise provided herein, waive or any of such partyParty’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party Party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty.
Appears in 1 contract
Sources: Merger Agreement (Technology & Telecommunication Acquisition Corp)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party Party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party heretoParty, (b) extend the time for the performance of any of the obligations or acts of any other party hereto Party or (c) waive compliance by the other party Party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such partyParty’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, any MLP Entity or Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto Party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s 's conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent Company or Merger Sub RG in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective TimeClosing, any party may, subject to Section 10.2 and applicable LawLaws, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or hereto, (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, or (d) waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, the Sellers or Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) unless prohibited by applicable Law, waive compliance by the any other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s 's conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. 67 Section 7.4.
Appears in 1 contract
Sources: Merger Agreement
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Company or Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Sources: Merger Agreement (Watsco Inc)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party heretoparty, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the any other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub parties in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to Section 9.2 and applicable LawLaws, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective TimeOffer Closing, any party Party may, subject to applicable Law, : (a) waive any inaccuracies in the representations and warranties of any other party Party hereto, ; (b) extend the time for the performance of any of the obligations or acts of any other party hereto Party hereto; or (c) to the extent permitted by applicable Law, waive compliance by the other party Party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditionsin this Agreement. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub or Parent in exercising any right hereunder shall operate as a waiver thereof of rights, nor shall any single or partial exercise thereof of such rights preclude any other or further exercise thereof of such rights or the exercise of any other right hereunder. Any agreement on the part of a party Party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Merger Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s 's conditions. Notwithstanding the foregoing, no failure or delay by the CompanyLiberty, Parent or Splitco, Holdings, Merger Sub One, Merger Sub Two or DIRECTV in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party Party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party Party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party Party hereto or (c) waive compliance by the any other party Party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such partyParty’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub any Party in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party Party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, :
(a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of the other party;
(b) waive any inaccuracies in the representations and warranties of the other party hereto contained herein or in any document delivered pursuant hereto; or
(c) subject to the proviso of Section 8.4, waive compliance by the other party with any of the agreements or conditions of the other party contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent OEI or Merger Sub UMC in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any Any party may, subject to applicable Law, solely as to itself: (ai) waive any inaccuracies in the representations and warranties of any other party hereto, ; (bii) extend the time for the performance of any of the obligations or acts of any other party hereto hereto; or (ciii) waive compliance by the any other party with any of the agreements contained herein in this Agreement or, except as otherwise provided hereinin this Agreement, waive any of such party’s conditionsconditions set forth in this Agreement. Notwithstanding the foregoing, no failure or delay by the CompanyStockholder, Parent or Merger Sub Purchaser in exercising any right hereunder shall operate as a waiver thereof of rights, nor shall any single or partial exercise thereof of such rights preclude any other or further exercise thereof of such rights or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, the parties hereto may in writing:
(a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of the other parties;
(b) waive any inaccuracies in the representations and warranties of the other party hereto parties contained herein or in any document delivered pursuant hereto; or
(c) waive compliance by the other party with any of the agreements or conditions of the other parties contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub a party hereto in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party the Company and the Parent may, subject to applicable Law, :
(a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of the other party;
(b) waive any inaccuracies in the representations and warranties of the other party hereto contained herein or in any document delivered pursuant hereto; or
(c) waive compliance by the other party with any of the agreements or conditions of the other party contained herein orherein; PROVIDED, except as otherwise provided hereinHOWEVER, waive any of such party’s conditions. Notwithstanding the foregoing, that no failure or delay by the Company, Company or the Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver contemplated by this Section 8.5 shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party hereto may, subject to applicable Law, : (a) waive any inaccuracies in the representations and warranties of any other party hereto, ; (b) extend the time for the performance of any of the obligations or acts of any other party hereto hereto; or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent Purchaser or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party The parties hereto may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any the other party contained herein or in any document delivered pursuant hereto, (b) extend the time for the performance of any of the obligations or acts of any the other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of applicable to such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent Company or Merger Sub the Majority Stockholders in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any Any party may, subject to applicable LawLaw and only in writing, (a) waive any inaccuracies in the representations and warranties of another party contained herein or in any other party document delivered pursuant hereto, (b) extend the time for the performance of any of the obligations or acts of any other another party hereto or (c) waive compliance by the other another party with any of the agreements contained herein applicable to such party or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub of a party in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Sources: Exchange Agreement (Medtainer, Inc.)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party the Company, Parent and Merger Sub may, subject to applicable Law, :
(a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of the other Parties;
(b) waive any inaccuracies in the representations and warranties of the other party hereto Parties contained herein or in any document delivered pursuant hereto; or
(c) waive compliance by the other party with any of the agreements or conditions of the other Parties contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto Party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party Party may, subject to applicable Law, (ai) waive any inaccuracies in the representations and warranties of any other party Party hereto, (bii) extend the time for the performance of any of the obligations or acts of any other party Party hereto or (ciii) waive compliance by the other party Party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such partyParty’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub MergerSub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party Party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty.
Appears in 1 contract
Sources: Merger Agreement (National Patent Development Corp)
Extension of Time, Waiver, Etc. At any time prior to the Effective TimeClosing Date, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by any Seller or the Company, Parent or Merger Sub Buyer in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Sources: Stock Purchase Agreement
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party the Company, News Corp. and Fox may, subject to applicable Law, :
(a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of the other party;
(b) waive any inaccuracies in the representations and warranties of the other party hereto contained herein or in any document delivered pursuant hereto; or
(c) waive compliance by the other party with any of the agreements or conditions of the other party contained herein orherein; provided, except as otherwise provided hereinhowever, waive any of such party’s conditions. Notwithstanding the foregoing, that no failure or delay by the Company, Parent News Corp. or Merger Sub Fox in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver contemplated by this Section 8.3 shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Sources: Merger Agreement (New World Communications Group Inc)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party the Company and the Parent may, subject to applicable Law, :
(a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of the other party;
(b) waive any inaccuracies in the representations and warranties of the other party hereto contained herein or in any document delivered pursuant hereto; or
(c) waive compliance by the other party with any of the agreements or conditions of the other party contained herein orherein; PROVIDED, except as otherwise provided hereinHOWEVER, waive any of such party’s conditions. Notwithstanding the foregoing, that no failure or delay by the Company, Company or the Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver contemplated by this Section 9.5 shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent any JPE Entity or Merger Sub any AMID Entity in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective TimeClosing, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto hereto, or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent Sellers or Merger Sub the Buyer in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Sources: Asset Purchase Agreement (Genesis Healthcare, Inc.)
Extension of Time, Waiver, Etc. At any time prior to the Reverse Merger Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Parent, Merger Sub or LLC in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Merger Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the CompanyLiberty, Parent or Splitco, Holdings, Merger Sub One, Merger Sub Two or DIRECTV in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Sources: Merger Agreement (Directv Group Inc)
Extension of Time, Waiver, Etc. At any time prior to the Reverse Merger Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s 's conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Parent, Merger Sub or LLC in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Second Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent New EP, Merger Sub One, Parent, Merger Sub Two or Merger Sub Three in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to Section 9.2 and applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s 's conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party the Company and Parent may, subject to applicable Law, :
(a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of the other Party;
(b) waive any inaccuracies in the representations and warranties of the other party hereto Party contained herein or in any document delivered pursuant hereto; or
(c) subject to requirements of applicable Law, waive compliance by the other party with any of the agreements or conditions of the other Party contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Company or Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto Party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty.
Appears in 1 contract
Sources: Merger Agreement (BMP Sunstone CORP)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent Model or Merger Sub E Com in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective TimeClosing, any party may, subject to Section 10.1 and applicable LawLaws, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, the Seller or Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, may (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto; (b) waive any inaccuracies in the representations and warranties of any other party hereto contained herein or in any document delivered pursuant hereto; or (c) subject to the proviso of Section 8.12 waive compliance by the other party with any of the agreements or conditions of any other party hereto contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, the Parent or Merger the Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Sources: Merger Agreement (Lee Sara Corp)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to Section 9.2 and applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective TimeClosing, any party may, subject to applicable Law, Sellers and Buyer may (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of the other party; (b) waive any inaccuracies in the representations and warranties of the other party hereto contained herein or in any document delivered pursuant hereto; or (c) waive compliance by the other party with any of the agreements or conditions of the other party contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent Sellers or Merger Sub Buyer in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Sources: Purchase Agreement (Trilogy International Partners Inc.)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party Parties hereto, (b) extend the time for the performance of any of the obligations or acts of any other party Parties hereto or (c) waive compliance by the other party Parties with any of the agreements contained herein or, except as otherwise provided herein, waive or any of such partyParty’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party Party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty.
Appears in 1 contract
Sources: Merger Agreement (Evergreen Corp)
Extension of Time, Waiver, Etc. At any time prior to the Company Effective Time, any party the Company and each Stockholder, as applicable, may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any the other party heretoparty, (b) extend the time for the performance of any of the obligations or acts of any the other party hereto or (c) waive compliance by the other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub a party hereto in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable LawLaw and the last sentence of Section 8.2, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party hereto or (c) waive compliance by the any other party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Sources: Merger Agreement (Zale Corp)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, :
(a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party;
(b) waive any inaccuracies in the representations and warranties of any other party hereto contained herein or in any document delivered pursuant hereto; or
(c) subject to the proviso of Section 7.4, waive compliance by the other party with any of the agreements or conditions of the other party contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, foregoing no failure or delay by the Company, Parent or Merger Sub any party in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party Party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party Party hereto, (b) extend the time for the performance of any of the obligations or acts of any other party Party hereto or (c) waive compliance by the any other party Party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s Party's conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub any Party in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party Party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the ------------------------------- Effective Time, any party the Company and Parent may, subject to applicable Law, :
(a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of the other party;
(b) waive any inaccuracies in the representations and warranties of the other party hereto contained herein or in any document delivered pursuant hereto; or
(c) waive compliance by the other party with any of the agreements or conditions of the other party contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Company or Parent or Merger Sub in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Extension of Time, Waiver, Etc. At any time prior to the Effective Termination Time, any (x) each party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or acts of any the other party hereto or (cb) subject to the requirements of applicable Law, waive compliance by the other party with any of the agreements contained herein orand (y) the Company may, except as otherwise provided hereinsubject to applicable Law, waive any inaccuracies in the representations and warranties of such party’s conditionsthe Shareholder. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub any party in exercising any right hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract
Sources: Voting and Support Agreement (Maiden Holdings, Ltd.)
Extension of Time, Waiver, Etc. At any time prior to the Effective Time, any party may, subject to applicable Law, (a) waive any inaccuracies in the representations and warranties of any other party hereto, (b) extend the time for the performance of any of the obligations or other acts of any other party hereto or (c) waive compliance by the any other party with any of the agreements or conditions contained herein or, except as otherwise provided herein, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Merger Sub in exercising any right hereunder shall impair such right or operate as a waiver thereof nor shall any single or partial exercise thereof waiver or extension preclude any other or further exercise thereof waiver or extension or the exercise of any other right hereunder. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party.
Appears in 1 contract