Extension; Waiver; Remedies. (a) At any time prior to the Effective Time, each party hereto may (i) extend the time for the performance of any of the obligations or other acts of the other parties hereto, (ii) waive any inaccuracies in the representations and warranties contained herein by any other applicable party or in any document, certificate or writing delivered pursuant hereto by any other applicable party or (iii) waive compliance by any party with any of the agreements or conditions contained herein. Any agreement on the part of any party 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 12 contracts
Samples: Security Agreement (Ats Medical Inc), Agreement and Plan of Merger (Cuno Inc), Agreement and Plan of Merger (Cedar Fair L P)
Extension; Waiver; Remedies. (a) At any time prior to the Effective Time, each party hereto may (ia) extend the time for the performance of any of the obligations or other acts of the other parties hereto, (iib) waive any inaccuracies in the representations and warranties contained herein by any other applicable party or in any document, certificate or writing delivered pursuant hereto by any other applicable party or (iiic) waive compliance by any party with any of the agreements or conditions contained herein. Any agreement on the part of any party 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 failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Durata Therapeutics, Inc.), Agreement and Plan of Merger (Move Inc), Agreement and Plan of Merger (News Corp)
Extension; Waiver; Remedies. (a) At any time prior to the Effective Time, each party hereto may (i) extend the time for the performance of any of the obligations or other acts of the other parties hereto, (ii) waive any inaccuracies in the representations and warranties contained herein by any other applicable party or in any document, certificate or writing delivered pursuant hereto by any other applicable party or (iii) waive compliance by any party with any of the agreements or conditions contained herein. Any agreement on the part of any party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. For purposes of this provision, Parent and Merger Sub shall be considered one party and the Company shall be considered a separate party.
Appears in 3 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Radisys Corp), Agreement and Plan of Merger (Motorola Mobility Holdings, Inc)
Extension; Waiver; Remedies. (a) At To the extent permitted by applicable Law, at any time prior to the Effective Time, each party hereto may (i) extend the time for the performance of any of the obligations or other acts of the other parties hereto, (ii) waive any inaccuracies in the representations and warranties contained herein by any other applicable party or in any document, certificate or writing delivered pursuant hereto by any other applicable party or (iii) waive compliance by any party with any of the agreements or conditions contained herein. Any agreement on the part of any party 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 (Endo Pharmaceuticals Holdings Inc), Agreement and Plan of Merger (American Medical Systems Holdings Inc)
Extension; Waiver; Remedies. (a) At any time prior to the Effective Time, each party hereto may (ia) extend the time for the performance of any of the obligations or other acts of the other parties hereto, (iib) waive any inaccuracies in the representations and warranties contained herein by any other applicable party or in any document, certificate or writing delivered pursuant hereto by any other applicable party or (iiic) waive compliance by any party with any of the agreements or conditions contained herein. Any agreement on the part of any party 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 failure or delay of any party to this Agreement to assert any of its rights, powers or privileges under this Agreement or otherwise shall not constitute a waiver of such rights, powers or privileges.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Zeneca, Inc.), Agreement and Plan of Merger (ZS Pharma, Inc.)
Extension; Waiver; Remedies. (a) At any time prior to the Effective Timetermination of this Agreement, each party Party hereto may (i) extend the time for the performance of any of the obligations or other acts of the any other parties Party hereto, (ii) waive any inaccuracies in the representations and warranties contained herein by any other applicable party Party or in any document, certificate or writing delivered pursuant hereto by any other applicable party Party, or (iii) waive compliance by any party other Party with any of the agreements or conditions contained herein. Any agreement on the part of any party 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 against which such waiver or extension is to be enforced.
Appears in 2 contracts
Samples: Transaction Framework Agreement (Delta Air Lines Inc /De/), Transaction Framework Agreement (Delta Air Lines Inc /De/)
Extension; Waiver; Remedies. (a) At any time prior to the Effective Time, each party hereto may (i) extend the time for the performance of any of the obligations or other acts of the any other parties party hereto, (ii) waive any inaccuracies in the representations and warranties contained herein by any other applicable party or in any document, certificate or writing delivered pursuant hereto by any other applicable party party, or (iii) waive compliance by any other party with any of the agreements or conditions contained herein. Any agreement on the part of any 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 against which such waiver or extension is to be enforced.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Foundation Coal Holdings, Inc.), Agreement and Plan of Merger (Alpha Natural Resources, Inc.)
Extension; Waiver; Remedies. (a) At any time prior to the Effective Time, each party hereto hereto, by action taken by or on behalf of its Board of Directors, subject in the case of the Company to Section 1.04(b), may (i) extend the time for the performance of any of the obligations or other acts of the other parties hereto, (ii) waive as to itself any inaccuracies in the representations and warranties contained herein by any other applicable party or in any document, certificate or writing delivered pursuant hereto by any other applicable party or (iii) waive as to itself compliance by any other party with any of the agreements or conditions contained herein. Any agreement on the part of any party 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 of Merger (Marine Transport Corp), Agreement of Merger (Crowley Maritime Corp)
Extension; Waiver; Remedies. (a) At any time prior to the Effective TimeClosing, each party hereto may (i) extend the time for the performance of any of the obligations or other acts of the other parties hereto, (ii) waive any inaccuracies in the representations and warranties contained herein by any other applicable party or in any document, certificate or writing delivered pursuant hereto by any other applicable party or (iii) waive compliance by any party with any of the agreements or conditions contained herein. Any agreement on the part of any party 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: Membership Interests Purchase Agreement (MMC Energy, Inc.)
Extension; Waiver; Remedies. (a) At any time prior to the Effective TimeDate, each party hereto may (i) extend the time for the performance of any of the obligations or other acts of the any other parties party hereto, (ii) waive any inaccuracies in the representations and warranties contained herein by any other applicable party or in any document, certificate or writing delivered pursuant hereto by any other applicable party party, or (iii) waive compliance by any other party with any of the agreements or conditions contained herein. Any agreement on the part of any 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 against which such waiver or extension is to be enforced.
Appears in 1 contract
