Common use of Extension of Time, Waiver, Etc Clause in Contracts

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

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Graham Holdings Co), Agreement and Plan of Merger (SmartPros Ltd.)

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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

Samples: Agreement and Plan of Merger (True Religion Apparel Inc), Agreement and Plan of Merger (SBS Technologies Inc), Agreement and Plan of Merger (Warburg Pincus Private Equity IX, 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 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

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger, Agreement and Plan of Merger (Energy Transfer Partners, 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 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

Samples: Agreement of Merger (Shire PLC), Agreement of Merger (New River Pharmaceuticals Inc), Agreement and Plan of Merger (Plethico Pharmaceuticals Ltd.)

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

Samples: 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 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

Samples: Plan of Reorganization And (Madison Ventures Inc.), Agreement (INTERACTIVE MULTI MEDIA AUCTION Corp), Agreement (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 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

Samples: Agreement and Plan of Merger (MPLX Lp), Agreement and Plan of Merger (Marathon Petroleum Corp), Agreement and Plan of Merger (Markwest Energy Partners 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 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

Samples: Agreement and Plan of Merger (Perfumania Holdings, Inc.), Agreement and Plan of Merger (Perfumania Holdings, Inc.), Agreement and Plan of Merger (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

Samples: Agreement and Plan of Merger (Kinder Morgan, Inc.), Agreement and Plan of Merger (Kinder Morgan Management LLC), Agreement and Plan of Merger (Kinder Morgan, 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 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

Samples: Agreement and Plan of Merger (Geo Group Inc), Agreement and Plan of Merger (Cornell Companies Inc), Agreement and Plan of Merger (Cornell Companies 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

Samples: Tender and Support Agreement (Nova Merger Sub, Inc.), Tender and Support Agreement (Cdi Corp), Agreement and Plan of Merger (Cdi Corp)

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

Samples: Agreement and Plan of Merger (NextWave Wireless Inc.), Agreement and Plan of Merger (At&t Inc.), Agreement and Plan of Merger (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

Samples: Agreement (Odd Job Stores Inc), Agreement (Odd Job Stores Inc), Agreement (Odd Job Stores Inc)

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

Samples: 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 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

Samples: Amended and Restated Agreement and Plan of Merger (Mountain Crest Acquisition Corp. IV), Agreement and Plan of Merger (Mountain Crest Acquisition Corp. IV)

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

Samples: Agreement and Plan of Merger (Mountain Crest Acquisition Corp II), Agreement and Plan of Merger (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

Samples: 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, 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

Samples: Agreement and Plan of Merger (Dexter Corp), Agreement and Plan of Merger (Invitrogen 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 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

Samples: Agreement and Plan of Merger (Reynolds Metals Co), Agreement and Plan of Merger (Alcoa 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, 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

Samples: Agreement and Plan of Merger (Kinder Morgan Energy Partners L P), Agreement and Plan of Merger (Copano Energy, L.L.C.)

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

Samples: Tender Offer and Merger Agreement (Five Star Products Inc), Tender Offer and Merger Agreement (National Patent Development 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 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

Samples: Agreement and Plan of Merger (NGL Energy Partners LP), Agreement and Plan of Merger (NGL Energy Partners LP)

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

Samples: Agreement and Plan of Merger And, Agreement and Plan of Merger (PetroLogistics LP)

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

Samples: Agreement and Plan of Merger (Discount Auto Parts Inc), Agreement and Plan of Merger (Hi Lo Automotive Inc /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 57 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

Samples: Agreement and Plan of Merger (Allegheny Technologies Inc), Agreement and Plan of Merger (Ladish 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

Samples: Agreement and Plan of Merger (CHS Inc), Agreement and Plan of Merger (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

Samples: Agreement and Plan of Merger (BCTG Acquisition Corp.), Agreement and Plan of Merger (Rodgers Silicon Valley Acquisition Corp)

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

Samples: Agreement and Plan of Merger (Nektar Therapeutics), Agreement and Plan of Merger (Blue Martini Software Inc)

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

Samples: Exchange Agreement (Medtainer, 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

Samples: Agreement and Plan of Merger (Seabulk International 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 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

Samples: 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 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

Samples: Agreement and Plan of Merger (Watsco 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 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

Samples: Agreement and Plan of Merger (Gentiva Health Services 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 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

Samples: Agreement and Plan of Merger (E Com Ventures 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 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

Samples: Agreement and Plan of Merger (Gentiva Health Services Inc)

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

Samples: Tender and Support Agreement (ADT Inc.)

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

Samples: Purchase Agreement (Magellan Health Inc)

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

Samples: Purchase Agreement (Magellan Health Services Inc)

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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

Samples: Purchase Agreement (Uil Holdings Corp)

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

Samples: Agreement and Plan of Merger (Magellan Health Services 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

Samples: Agreement and Plan of Merger (Aerogen 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

Samples: Agreement and Plan of Merger (Technology & Telecommunication Acquisition Corp)

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

Samples: 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 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

Samples: Agreement and Plan of Merger (Magellan Health Services Inc)

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

Samples: Agreement and Plan (Lee Sara 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

Samples: Voting Agreement (Athene Holding 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 '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

Samples: Agreement and Plan of Merger (Proquest Co)

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

Samples: Agreement and Plan of Merger (Joe's Jeans 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 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

Samples: Agreement and Plan of Merger (VTTI 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 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

Samples: Agreement and Plan of Merger (American Midstream Partners, LP)

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

Samples: Stock Purchase Agreement

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

Samples: Agreement and Plan of Merger (Directv Group Inc)

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

Samples: Agreement and Plan of Merger (Kinder Morgan, Inc.)

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

Samples: Agreement and Plan of Merger (National Patent Development Corp)

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

Samples: Agreement and Plan of Merger (Hanover Direct 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

Samples: Agreement and Plan of Merger (Joe's Jeans Inc.)

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

Samples: Asset Purchase Agreement (Genesis Healthcare, 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) 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

Samples: Ii Agreement and Plan of Merger

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

Samples: Agreement and Plan of Merger (Wheeling Pittsburgh Corp /De/)

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

Samples: Agreement and Plan of Merger (Liberty Entertainment, Inc.)

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

Samples: Agreement and Plan of Merger (Magellan Health Services 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

Samples: Agreement and Plan of Merger (Hughes Supply Inc)

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

Samples: Agreement and Plan of Merger (Zale Corp)

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