Extension of Time, Waiver, Etc. At any time prior to the Closing, any party hereto may, subject to applicable Legal Requirements, 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 any other party hereto 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 Parent or Shareholder 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: Share Purchase Agreement (Ulticom, Inc), Share Purchase Agreement (Ulticom, Inc), Share Purchase Agreement (Ulticom, Inc)
Extension of Time, Waiver, Etc. At any time prior to the ClosingEffective Time, any party hereto may, subject to applicable Legal Requirements, if set forth in writing, 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 any the other party hereto with any of the agreements contained herein in this Agreement or, except as otherwise provided hereinin the Agreement, waive any of such party’s 's conditions. Notwithstanding the foregoing, no failure or delay by the Company or Parent or Shareholder 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: Agreement and Plan of Merger and Reorganization (SRS Labs Inc), Merger Agreement (Dts, Inc.), Merger Agreement (SRS Labs Inc)
Extension of Time, Waiver, Etc. At any time prior to The Company and the Closing, any party hereto Sellers may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 any the other party hereto 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 Parent the Company or Shareholder the Sellers 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: Stock Repurchase and Conversion Agreement (NCR Corp), Stock Repurchase Agreement (NCR Corp), Stock Repurchase Agreement (Blackstone Holdings III L.P.)
Extension of Time, Waiver, Etc. At any time prior to The Company and the Closing, any party hereto Purchaser may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 any the other party hereto 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 Parent the Company or Shareholder 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 3 contracts
Sources: Investment Agreement, Investment Agreement (GrubHub Inc.), Investment Agreement (Pandora Media, Inc.)
Extension of Time, Waiver, Etc. At any time prior to The Company and the Closing, any party hereto Investors may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 party, or (c) waive compliance by any the other party hereto 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 Parent the Company or Shareholder the Investors 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: Investment Agreement (Blackstone Tactical Opportunities Management Associates (Cayman) - NQ L.P.), Investment Agreement (VNET Group, Inc.), Investment Agreement (21Vianet Group, Inc.)
Extension of Time, Waiver, Etc. At any time prior to the ClosingEffective Time, any party hereto may, subject to applicable Legal Requirements, if set forth in writing, 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 any the other party hereto 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 Shareholder 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 3 contracts
Sources: Merger Agreement (Abc-Mart, Inc.), Merger Agreement (Abc-Mart, Inc.), Merger Agreement (Lacrosse Footwear Inc)
Extension of Time, Waiver, Etc. At any time prior to the ClosingEffective Time, any party hereto may, subject to applicable Legal RequirementsLaw, 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 any other party hereto 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 Shareholder 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 Company and the Closing, any party hereto Requisite Investors may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 any the other party hereto 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 Parent the Company or Shareholder any 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 3 contracts
Sources: Subscription Agreement (Allurion Technologies, Inc.), Subscription Agreement, Subscription Agreement (Allurion Technologies, Inc.)
Extension of Time, Waiver, Etc. At any time prior to the Closing, any party hereto Purchaser and the Seller may, subject to applicable Legal Requirements, if set forth in writingLaw, (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) subject to the requirements of applicable Law, waive compliance by any the other party hereto 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 Parent Seller or Shareholder 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: Transfer Agreement (New Fortress Energy Inc.), Transfer Agreement (Golar LNG LTD), Transfer Agreement (Golar LNG Partners LP)
Extension of Time, Waiver, Etc. At any time prior to The Company and the Closing, any party hereto Investor may, subject to applicable Legal Requirements, if set forth in writingLaw and pursuant to a written instrument delivered by such party, (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 contained herein or (c) waive compliance by any the other party hereto 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 Parent the Company or Shareholder an Investor 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 3 contracts
Sources: Investment Agreement (KAR Auction Services, Inc.), Investment Agreement (KAR Auction Services, Inc.), Investment Agreement (Coty Inc.)
Extension of Time, Waiver, Etc. At any time prior to the ClosingEffective Time, any party hereto Party may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 or Party hereto, (c) waive compliance by any the other party hereto Party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such partyParty’s conditionsconditions or (d) make or grant any consent under this Agreement. Notwithstanding the foregoing, no failure or delay by Parent the Partnership, the Partnership GP, the Company or Shareholder 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 3 contracts
Sources: Merger Agreement (Summit Midstream Partners, LP), Agreement and Plan of Merger (Legacy Reserves Lp), Merger Agreement (Legacy Reserves Lp)
Extension of Time, Waiver, Etc. At any time prior to Parent, the Closing, any party hereto Company and the Investor may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 any the other party hereto 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 Parent Parent, the Company, or Shareholder 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 3 contracts
Sources: Investment Agreement (ContextLogic Inc.), Investment Agreement (ContextLogic Inc.), Investment Agreement (ContextLogic Inc.)
Extension of Time, Waiver, Etc. At any time prior to The Company and the Closing, any party hereto Holders representing a majority of Registrable Securities outstanding may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 any the other party hereto 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 Parent the Company or Shareholder the Holders in exercising any right hereunder shall operate as a waiver thereof 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: Registration Rights Agreement (Despegar.com, Corp.), Investment Agreement (Despegar.com, Corp.)
Extension of Time, Waiver, Etc. At any time prior to the ClosingGP Merger Effective Time, any party hereto may, subject to applicable Legal Requirements, if set forth in writingLaw and authorization from its respective board of directors, (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 any the other party hereto 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 Parent any JPE GP or Shareholder 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 2 contracts
Sources: Merger Agreement (American Midstream Partners, LP), Merger Agreement (JP Energy Partners LP)
Extension of Time, Waiver, Etc. At any time prior to the Closing, any party hereto the Company and the Seller, on the one hand, and the Buyer, on the other, may, subject to applicable Legal Requirements, if set forth in writing, Law: (a) waive any inaccuracies in the representations and warranties of any other party hereto, the other; (b) extend the time for the performance of any of the obligations or acts of any other party hereto the other; or (c) to the extent permitted by applicable Law, waive compliance by any the other party hereto with any of the agreements contained herein in this Agreement or, except as otherwise provided hereinin the Agreement, waive any of such partythe other’s conditions. Notwithstanding the foregoing, no failure or delay by Parent Seller, the Company or Shareholder Buyer 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: Stock Purchase Agreement, Stock Purchase Agreement (Kratos Defense & Security Solutions, Inc.)
Extension of Time, Waiver, Etc. At The Company may with respect to any time prior Investor, and the Lead Investor may with respect to the Closing, any party hereto mayCompany, subject to applicable Legal Requirements, if set forth in writingLaw, (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 party, or (c) waive compliance by any the other party hereto 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 Parent the Company or Shareholder the Lead 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 2 contracts
Sources: Investment Agreement (Centurium Capital Partners 2018, L.P.), Investment Agreement (Luckin Coffee Inc.)
Extension of Time, Waiver, Etc. At any time prior to the Offer Closing, any party hereto may, subject to applicable Legal Requirements, if set forth in writingLaw, (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) to the extent permitted by applicable Law, waive compliance by any the other party hereto with any of the agreements contained herein in this Agreement or, except as otherwise provided hereinin this Agreement, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Shareholder 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 2 contracts
Sources: Transaction Agreement (Schneider Electric Sa), Transaction Agreement (Telvent Git S A)
Extension of Time, Waiver, Etc. At any time prior to The Company and the Closing, any party hereto Investor may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 any the other party hereto 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 Parent the Company or Shareholder an Investor 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: Investment Agreement (Zix Corp), Investment Agreement (CommScope Holding Company, Inc.)
Extension of Time, Waiver, Etc. At any time prior to The Company and the Closing, any party hereto Investors may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 any the other party hereto 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 Parent the Company or Shareholder the Investors 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: Investment Agreement (Western Digital Corp), Investment Agreement (Western Digital Corp)
Extension of Time, Waiver, Etc. At any time prior to the ClosingEffective Time, any party hereto Parent on the one hand and Cyprus, as the case may be, on the other hand, may, subject to applicable Legal Requirements, 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 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 7.6, waive compliance by any other party hereto 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 Parent or Shareholder 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: Merger Agreement (Cyprus Amax Minerals Co), Merger Agreement (Phelps Dodge Corp)
Extension of Time, Waiver, Etc. At any time prior to The Company and the Closing, any party hereto Holders of Registrable Securities outstanding may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 any the other party hereto 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 Parent the Company or Shareholder the Holders in exercising any right hereunder shall operate as a waiver thereof 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: Shelf Registration Rights Agreement (Despegar.com, Corp.), Investment Agreement (Despegar.com, Corp.)
Extension of Time, Waiver, Etc. At Subject to applicable Law, at any time prior to the Closing, any party hereto may, subject to applicable Legal Requirements, if set forth in writingfor itself and no other party hereto (except as otherwise provided herein), (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 any the other party hereto 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 Parent or Shareholder 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: Equity Purchase Agreement (Consolidated Resources Health Care Fund Ii)
Extension of Time, Waiver, Etc. At any time prior to The Company and each of the Closing, any party hereto Investor Parties may, subject to applicable Legal Requirements, if set forth in writingLaw and pursuant to a written instrument delivered by such party, (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 contained herein or (c) waive compliance by any the other party hereto 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 Parent the Company or Shareholder any Investor 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: Subscription Agreement (James River Group Holdings, Ltd.)
Extension of Time, Waiver, Etc. At any time prior to the ClosingEffective Time, any party hereto may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 any other party hereto 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 Shareholder 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 Company and the Closing, any party hereto Purchaser may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 any the other party hereto 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 Parent the Company or Shareholder the Purchaser in exercising any right hereunder shall operate as a waiver thereof thereof, nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right hereunder. The waiver by any party to this Agreement of a breach of any term or provision of this Agreement shall not be construed as a waiver of any subsequent breach. 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 Company and the Closing, any party hereto Purchaser may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 any the other party hereto 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 Parent the Company or Shareholder the Purchasers in exercising any right hereunder shall operate as a waiver thereof 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 ClosingEffective Time, any party hereto may, subject to applicable Legal Requirements, if set forth in writingLaw 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 any other party hereto 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 Shareholder 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 ClosingEffective Time, any party hereto may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 any the other party hereto with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditionsconditions or (d) make or grant any consent under this Agreement. Notwithstanding the foregoing, no failure or delay by Parent any Partnership Party or Shareholder any P66 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: Merger Agreement (Phillips 66)
Extension of Time, Waiver, Etc. At any time prior to the ClosingEffective Time, any party hereto may, subject to applicable Legal Requirements, if set forth in writingLaw, (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) to the extent permitted by applicable Law, waive compliance by any the other party hereto with any of the agreements contained herein in this Agreement or, except as otherwise provided hereinin this Agreement, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Shareholder 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 1 contract
Extension of Time, Waiver, Etc. At any time prior to The Company and the Closing, any party hereto Investors may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 any the other party hereto 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 Parent the Company or Shareholder any Investor in exercising any right hereunder shall operate as a waiver thereof 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 ClosingEffective Time, any party hereto the Acquiror and Merger Sub on the one hand and the Company on the other, may, subject to applicable Legal Requirements, if set forth in writingLaw, (a) waive any inaccuracies in the representations and warranties of any such other party Party hereto, (b) extend the time for the performance of any of the obligations or acts of any such other party Party hereto or (c) waive compliance by any such other party hereto Party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such partyother Party’s conditions. Notwithstanding the foregoing, no failure or delay by Parent the Company or Shareholder the Acquiror 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 1 contract
Extension of Time, Waiver, Etc. At any time prior to The Company and the Closing, any party hereto Yahoo Parties may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 any the other party hereto 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 Parent the Company or Shareholder a Yahoo 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.
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Sources: Omnibus Agreement (Taboola.com Ltd.)
Extension of Time, Waiver, Etc. At any time prior to the ClosingEffective Time, any party hereto may, subject to applicable Legal Requirements, if set forth in writingLaw, (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) to the extent permitted by applicable Law, waive compliance by any the other party hereto with any of the agreements contained herein in this Agreement or, except as otherwise provided hereinin this Agreement, waive any of such party’s 's conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Shareholder 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.
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Extension of Time, Waiver, Etc. At any time prior to the ClosingEffective Time, any party hereto the Company, on the one hand, and Parent and Purchaser, on the other, may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 other party hereto or (c) waive compliance by any the other party hereto 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 Shareholder 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.
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Sources: Merger Agreement (Verenium Corp)
Extension of Time, Waiver, Etc. At any time prior to the ClosingEffective Time, any party hereto may, subject to and to the extent permitted by applicable Legal Requirements, 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 hereto; or (c) waive compliance by any other party hereto 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 Shareholder 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.
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Extension of Time, Waiver, Etc. At any time prior to The Company and the Closing, any party hereto Investor may, subject to applicable Legal Requirements, if set forth in writingLaw and pursuant to a written instrument delivered by such party, (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 any the other party hereto 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 Parent the Company or Shareholder an Investor 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.
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Extension of Time, Waiver, Etc. At any time prior to The Company and the Closing, any party hereto Investor may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 any the other party hereto 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 Parent the Company or Shareholder 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 hereunderhereunder or under the Vehicle Production Agreement. 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.
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Extension of Time, Waiver, Etc. At Subject to Section 1.4(c), at any time prior to the ClosingEffective Time, any party hereto may, subject to applicable Legal Requirements, if set forth in writingLaw, (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) to the extent permitted by applicable Law, waive compliance by any the other party hereto with any of the agreements contained herein in this Agreement or, except as otherwise provided hereinin this Agreement, waive any of such party’s conditions. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Shareholder 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.
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Sources: Merger Agreement (Chattem Inc)
Extension of Time, Waiver, Etc. At any time prior to The Company and the Closing, any party hereto Investors may, subject to applicable Legal Requirements, if set forth in writingLaw and pursuant to a written instrument delivered by such party, (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 any the other party hereto 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 Parent the Company or Shareholder an Investor 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.
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Extension of Time, Waiver, Etc. At any time prior to the Closing, any party hereto Seller and Purchaser may, subject to applicable Legal Requirements, if set forth in writinglaw, (ai) waive any inaccuracies in the representations and warranties of any the other party contained herein or in any document delivered pursuant hereto, (bii) extend the time for the performance of any of the obligations or acts of any the other party hereto or (ciii) waive compliance by any the other party hereto 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 Parent Seller or Shareholder 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.
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Sources: Preferred Membership Interest and Warrant Purchase Agreement (Fortress Investment Group LLC)
Extension of Time, Waiver, Etc. At The Company and any time prior to the Closing, any party hereto Investor may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 any the other party hereto 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 Parent the Company or Shareholder any 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.
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Extension of Time, Waiver, Etc. At any time prior to the Closing, any party hereto Purchaser and Sellers may, subject to applicable Legal Requirements, if set forth in writingLaw, (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) subject to the requirements of applicable Law, waive compliance by any the other party hereto 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 Parent any Seller or Shareholder 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 1 contract
Sources: Equity Purchase and Contribution Agreement (New Fortress Energy Inc.)
Extension of Time, Waiver, Etc. At any time prior to the Closing, any party hereto The Company and Investor may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 any the other party hereto 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 Parent the Company or Shareholder 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.
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Sources: Subscription Agreement (Allurion Technologies, Inc.)
Extension of Time, Waiver, Etc. At any time prior to the ClosingAcceptance Time, any party hereto may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 any the other party hereto with any of the agreements contained herein or, except as otherwise provided herein, waive any of such party’s conditions, and following the Acceptance Time, no party may make any such waiver. Notwithstanding the foregoing, no failure or delay by the Company, Parent or Shareholder 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.
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Extension of Time, Waiver, Etc. At any time prior to the Closing, any party The parties hereto may, subject to applicable Legal Requirements, if set forth in writingLaw, (ai) waive any inaccuracies in the representations and warranties of any the other party contained herein or in any document delivered pursuant hereto, (bii) extend the time for the performance of any of the obligations or acts of any the other party hereto or (ciii) waive compliance by any the other party hereto 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 Parent or Shareholder the parties 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
Sources: Purchase Agreement (Aimco OP L.P.)
Extension of Time, Waiver, Etc. At any time prior to the Closing, any party The parties hereto may, subject to applicable Legal Requirements, if set forth in writinglaw, (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) waive compliance by any the other party hereto with any of the agreements contained herein applicable to such party or, except as otherwise provided herein, waive any of such party’s conditions; provided, that no waiver by the Company shall be effective without prior approval of a majority of the Independent Directors. Notwithstanding the foregoing, no failure or delay by Parent or Shareholder the parties 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; provided that the Purchasers may execute such waivers on behalf of any Investor.
Appears in 1 contract
Sources: Class a Common Stock Purchase Agreement (BOSTON OMAHA Corp)
Extension of Time, Waiver, Etc. At any time prior to The Company and each of the Closing, any party hereto Purchasers may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 any the other party hereto 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 Parent the Company or Shareholder any of the Purchasers 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.
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Extension of Time, Waiver, Etc. At any time prior to the ClosingEffective Time, any party hereto the Acquiror Parties on the one hand and the Company on the other, may, subject to applicable Legal Requirements, if set forth in writingLaw, (a) waive any inaccuracies in the representations and warranties of any such other party Party hereto, (b) extend the time for the performance of any of the obligations or acts of any such other party Party hereto or (c) waive compliance by any such other party hereto Party with any of the agreements contained herein or, except as otherwise provided herein, waive any of such partyother Party’s conditions. Notwithstanding the foregoing, no failure or delay by Parent the Company or Shareholder an Acquiror Party 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.
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Extension of Time, Waiver, Etc. At any time prior to The Company and the Closing, any party hereto Purchasers may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 any the other party hereto 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 Parent the Company or Shareholder the Purchasers 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.
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Extension of Time, Waiver, Etc. At any time prior to The Company and the Closing, any party hereto Investor may, subject to applicable Legal Requirements, if set forth in writingLaw, (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 any the other party hereto with any of the agreements contained herein applicable to such party or, except as otherwise provided herein, waive any of such party’s 's conditions. Notwithstanding the foregoing, no failure or delay by Parent the Company or Shareholder 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.
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