Common use of Closing Merger Consideration Clause in Contracts

Closing Merger Consideration. The Parent shall deliver the ---------------------------- Closing Merger Consideration to the Shareholders. The consummation of the Closing shall not be deemed to be a waiver by the Shareholders of any of their rights or remedies hereunder for breach of any warranty, covenant or agreement herein by the Parent or Merger Sub irrespective of any knowledge of or investigation with respect thereto made by or on behalf of any Shareholder; provided, however, that if the Parent shall disclose in writing to the Shareholders prior to the Closing a specified breach of a specifically identified representation, warranty, covenant or agreement of the Parent or Merger Sub contained herein by the Parent or Merger Sub, and requests a waiver thereof by the Company and the Shareholders, and the Company and the Shareholders shall waive any such specifically identified breach in writing prior to the Closing, the Company and the Shareholders shall be deemed to have waived their rights and remedies hereunder for, and the Parent and Merger Sub shall have no liability or obligation to the Shareholders or the Company with respect to, any such specifically identified breach, to the extent so identified by the Parent and waived by the Company and the Shareholders.

Closing Merger Consideration. The Parent shall deliver the ---------------------------- Closing Merger Consideration to the Shareholders. The consummation of the Closing shall not be deemed to be a waiver by the Principal Shareholders of any of their rights or remedies hereunder for breach of any warranty, covenant or agreement herein by the Parent or Merger Sub irrespective of any knowledge of or investigation with respect thereto made by or on behalf of any Principal Shareholder; provided, however, that if the Parent shall disclose in writing to the Principal Shareholders prior to the Closing a specified breach of a specifically identified representation, warranty, covenant or agreement of the Parent or Merger Sub contained herein by the Parent or Merger Sub, and requests a waiver thereof by the Company and the Principal Shareholders, and the Company and the Principal Shareholders shall waive any such specifically identified breach in writing prior to the Closing, the Company and the Principal Shareholders shall be deemed to have waived their rights and remedies hereunder for, and the Parent and Merger Sub shall have no liability or obligation to the Principal Shareholders or the Company with respect to, any such specifically identified breach, to the extent so identified by the Parent and waived by the Company and the Principal Shareholders.

Closing Merger Consideration. The Parent shall deliver the ---------------------------- Closing Merger Consideration to the Shareholders. The consummation of the Closing shall not be deemed to be a waiver by the Shareholders of any of their rights or remedies hereunder for breach of any warranty, covenant or agreement herein by the Parent or Merger Sub irrespective of any knowledge of or investigation with respect thereto made by or on behalf of any Shareholder; provided, however, that if the Parent shall disclose in writing to the Shareholders prior to the Closing a specified breach of a specifically identified representation, warranty, covenant or agreement of the Parent or Merger Sub contained herein by the Parent or Merger Sub, and requests a waiver thereof by the Company and the Shareholders, and the Company and the Shareholders shall waive any such specifically identified breach in writing prior to the Closing, the Company and the Shareholders shall be deemed to have waived their rights and remedies hereunder for, and the Parent and Merger Sub shall have no liability or obligation to the Shareholders or the Company with respect to, any such specifically identified breach, to the extent so identified by the Parent and waived by the Company and the Shareholders. Prior to the Closing, each of the Company and the Shareholders will promptly notify the Parent if it believes that any representation of the Parent or Merger Sub is inaccurate in any material respect.

Closing Merger Consideration. The Parent shall deliver the ---------------------------- Closing Merger Consideration to the ShareholdersShareholder. The consummation of the Closing shall not be deemed to be a waiver by the Shareholders Shareholder of any of their his rights or remedies hereunder for breach of any warranty, covenant or agreement herein by the Parent or Merger Sub irrespective of any knowledge of or investigation with respect thereto made by or on behalf of any the Shareholder; provided, however, that if the Parent shall disclose in writing to the Shareholders Shareholder prior to the Closing a specified breach of a specifically identified representation, warranty, covenant or agreement of the Parent or Merger Sub contained herein by the Parent or Merger Sub, and requests a waiver thereof by the Company and the ShareholdersShareholder, and the Company and the Shareholders Shareholder shall waive any such specifically identified breach in writing prior to the Closing, the Company and the Shareholders Shareholder shall be deemed to have waived their rights and remedies hereunder for, and the Parent and Merger Sub shall have no liability or obligation to the Shareholders Shareholder or the Company with respect to, any such specifically identified breach, to the extent so identified by the Parent and waived by the Company and the ShareholdersShareholder.

Closing Merger Consideration. The Parent shall deliver the ---------------------------- Closing Merger Consideration to the ShareholdersShareholder. The consummation of the Closing shall not be deemed to be a waiver by the Shareholders Shareholder of any of their his rights or remedies hereunder for breach of any warranty, covenant or agreement herein by the Parent or Merger Sub irrespective of any knowledge of or investigation with respect thereto made by or on behalf of any the Shareholder; provided, however, that if the Parent shall disclose in writing to the Shareholders Shareholder prior to the Closing a specified breach of a specifically identified representation, warranty, covenant or agreement of the Parent or Merger Sub contained herein by the Parent or Merger Sub, and requests a waiver thereof by the Company and the ShareholdersShareholder, and the Company and the Shareholders Shareholder shall waive any such specifically identified breach in writing prior to the Closing, the Company and the Shareholders Shareholder shall be deemed to have waived their rights and remedies hereunder for, and the Parent and Merger Sub shall have no liability or obligation to the Shareholders Shareholder or the Company with respect to, any such specifically identified breach, to the extent so identified by the Parent and waived by the Company and the ShareholdersShareholder.