Common use of Effect of Certain Waivers of Closing Conditions Clause in Contracts

Effect of Certain Waivers of Closing Conditions. If prior to the Closing any party (the “waiving party”) has knowledge of any breach by any other party of any representation, warranty, or covenant contained in this Agreement or any Ancillary Agreement, and such other party acknowledges in writing that the effect of such breach is a failure of any condition to the waiving party’s obligations set forth in this Article VI and the waiving party proceeds with the Closing, the waiving party shall be deemed to have waived such breach and the waiving party and its successors, assigns, and affiliates shall not be entitled to be indemnified pursuant to Article VIII, to sue for damages or to assert any other right or remedy for any losses arising from any matters relating to such condition or breach, notwithstanding anything to the contrary contained herein or in any certificate delivered pursuant hereto.

Appears in 5 contracts

Samples: Membership Interest Purchase Agreement (Comstock Inc.), Membership Interest Purchase Agreement (AMERICAN BATTERY TECHNOLOGY Co), Membership Interest Purchase Agreement (AMERICAN BATTERY TECHNOLOGY Co)

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Effect of Certain Waivers of Closing Conditions. If prior to the Closing any party (the “waiving party”) has knowledge of any breach by any other party of any representation, warranty, warranty or covenant contained in this Agreement or any Ancillary Agreement, and such other party acknowledges in writing that the effect of such breach is a failure of any condition to the waiving party’s obligations set forth in this Article VI and the waiving party proceeds with the Closing, the waiving party shall be deemed to have waived such breach and the waiving party and its successors, assigns, assigns and affiliates shall not be entitled to be indemnified pursuant to Article VIII, to sue xxx for damages or to assert any other right or remedy for any losses arising from any matters relating to such condition or breach, notwithstanding anything to the contrary contained herein or in any certificate delivered pursuant hereto.

Appears in 1 contract

Samples: Asset Purchase Agreement      asset Purchase Agreement (SCP Pool Corp)

Effect of Certain Waivers of Closing Conditions. If prior to the Closing any party (the "waiving party") has knowledge of any breach by any other party of any representation, warranty, warranty or covenant contained in this Agreement or any Ancillary Agreement, and such other party acknowledges in writing that the effect of such breach is a failure of any condition to the waiving party’s 's obligations set forth in this Article VI V and the waiving party proceeds with the Closing, the waiving party shall be deemed to have waived such breach and the waiving party and its successors, assigns, assigns and affiliates shall not be entitled to be indemnified pursuant to Article VIII, to sue for damages or to assert any other right or remedy for any losses anx xosses arising from any matters relating to such condition or breach, notwithstanding anything to the contrary contained herein or in any certificate delivered pursuant hereto.

Appears in 1 contract

Samples: Investment Agreement (Echostar Communications Corp)

Effect of Certain Waivers of Closing Conditions. If prior to the Closing any party (the “waiving party”) has knowledge of any breach by any other party of any representation, warranty, warranty or covenant contained in this Agreement or any Ancillary Agreement, and such other party expressly acknowledges in writing that the effect of such breach is a failure of any condition to the waiving party’s 's obligations set forth in this Article VI 6 and the waiving party proceeds with the Closing, the waiving party shall shall, unless the parties enter into a subsequent written agreement regarding such matter, be deemed to have waived such breach and the waiving party and its successors, assigns, assigns and affiliates shall not be entitled to be indemnified pursuant to Article VIII8, to sue for damages or to assert any other right or remedy for any losses arising xxising from any matters relating to such condition or breach, notwithstanding anything to the contrary contained herein or in any certificate delivered pursuant hereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (U S Realtel Inc)

Effect of Certain Waivers of Closing Conditions. If prior to the Closing any party (the “waiving party”"WAIVING PARTY") has knowledge of any breach by any other party of any representation, warranty, warranty or covenant contained in this Agreement or any Ancillary Agreement, and such other party acknowledges in writing that the effect of such breach is a failure of any condition to the waiving party’s 's obligations set forth in this Article VI and the waiving party proceeds with the Closing, the waiving party shall be deemed to have waived such breach and the waiving party and its successors, assigns, assigns and affiliates shall not be entitled to be indemnified pursuant to Article VIII, to sue for damages or to assert any other right or remedy for any losses xxxses arising from any matters relating to such condition or breach, notwithstanding anything to the contrary contained herein or in any certificate delivered pursuant hereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (Broadwing Inc)

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Effect of Certain Waivers of Closing Conditions. If (i) prior to the Closing any party (the “waiving party”) has knowledge of any breach by any other party of any representation, warranty, warranty or covenant contained in this Agreement or any Ancillary Agreement, and (ii) such other party acknowledges in writing that the effect of such breach is a failure of any condition to the waiving party’s obligations set forth in this Article VI VII and (iii) the waiving party proceeds with the Closing, the waiving party shall be deemed to have waived such breach and the waiving party and its successors, assigns, assigns and affiliates shall not be entitled to be indemnified pursuant to Article VIIIIX, to sue xxx for damages or to assert any other right or remedy for any losses arising from any matters relating to such condition or breach, notwithstanding anything to the contrary contained herein or in any certificate delivered pursuant hereto.

Appears in 1 contract

Samples: Stock Purchase Agreement (Brinks Co)

Effect of Certain Waivers of Closing Conditions. If prior to the Closing any party (the "waiving party") has knowledge of any breach by any other party of any representation, warranty, warranty or covenant contained in this Agreement or any Ancillary Agreement, and such other party acknowledges in writing that the effect of such breach is a failure of any condition to the waiving party’s 's obligations set forth in this Article VI V and the waiving party proceeds with the Closing, the waiving party shall be deemed to have waived such breach and the waiving party and its successors, assigns, assigns and affiliates shall not be entitled to be indemnified pursuant to Article VIII, to sue for damages or to assert any other right or remedy for any losses xxxses arising from any matters relating to such condition or breach, notwithstanding anything to the contrary contained herein or in any certificate delivered pursuant hereto.

Appears in 1 contract

Samples: Registration Rights Agreement (Echostar Communications Corp)

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