Common use of Performance by Third Parties Clause in Contracts

Performance by Third Parties. Hanover's obligation to consummate the Settlement is specifically conditioned on (1) Hanover's directors and officers insurance carriers providing the funding that each have agreed to perform through separate agreements with Hanover; and (2) GKH's performance under this Memorandum and under a separate agreement between GKH and Hanover; provided, however, that at Hanover's sole election it may waive the performance of any or all of the above parties and consummate the Settlement on the terms set forth in this Memorandum. GKH's obligation to consummate the Settlement is conditioned on Hanover's performance under the Settlement, whose terms are to be consistent with this Memorandum, including, if applicable, Hanover's performance in lieu of directors and officers insurance carrier.