Common use of Extension; Waiver Clause in Contracts

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, (a) extend the time for the performance of any of the obligation of the other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a 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 37 contracts

Samples: Agreement (Inhibiton Therapeutics, Inc.), Agreement (Better Biodiesel, Inc), Stockholder Subscription Agreement (Eurasia Design Inc.)

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Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 30 contracts

Samples: Merger Agreement (Exar Corp), Agreement and Plan of Merger (WPS Resources Corp), Agreement and Plan of Merger (Thompson Creek Metals CO Inc.)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance by the other parties with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 those rights.

Appears in 26 contracts

Samples: Option Agreement (Credit Suisse First Boston Usa Inc), Asset Purchase Agreement (Rf Micro Devices Inc), Stock Sale Agreement (East Coast Diversified Corp)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) subject to the proviso of Section 7.3, waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing 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 those rights.

Appears in 16 contracts

Samples: Agreement and Plan of Merger (International Game Technology), Agreement and Plan of Merger (Wh Holdings Cayman Islands LTD), Agreement and Plan of Merger (Venture Catalyst Inc)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement, or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 13 contracts

Samples: Preferred Stock Purchase Agreement (Computer Software Innovations Inc), Agreement and Plan of Merger (Coley Pharmaceutical Group, Inc.), Agreement and Plan of Merger and Reorganization (Eliem Therapeutics, Inc.)

Extension; Waiver. At any time prior Any agreement on the part of a party hereto to the Closing Date, the parties may, to the extent legally allowed, (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesparties hereto, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or (c) waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a party to any such extension or waiver herein shall be valid only if set forth in an a written 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 , but such extension or otherwise waiver shall not constitute nor operate as a waiver of such rightsof, or estoppel with respect to, any subsequent or other failure.

Appears in 13 contracts

Samples: Agreement and Plan of Merger (Perficient Inc), Asset Purchase Agreement (Perficient Inc), Asset Purchase Agreement (Perficient Inc)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, may (ai) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesany party, (bii) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto or to this Agreement and (iii) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 rightsrights nor shall any single or partial exercise of any such rights preclude any other or further exercise thereof.

Appears in 12 contracts

Samples: Agreement and Plan of Merger (RR Donnelley & Sons Co), Agreement and Plan of Merger (Trans Energy Inc), Agreement and Plan of Merger (Chindex International Inc)

Extension; Waiver. At any time prior to the Closing Date, Each of the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement, or (c) waive compliance with any of the agreements or conditions of the other parties contained hereinin this Agreement. Any agreement on the part of a 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 those rights.

Appears in 11 contracts

Samples: Voting Agreement (Fidelity National Financial, Inc.), Voting Agreement (FGL Holdings), Voting Agreement (FGL Holdings)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance by the other parties with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 those rights.

Appears in 10 contracts

Samples: Agreement and Plan of Merger (Blue Moose Media Inc), Agreement and Plan of Merger (Blue Moose Media Inc), Agreement and Plan of Merger (Sunlink Health Systems Inc)

Extension; Waiver. At any time prior to before the Closing DateEffective Time, the parties may, to the extent legally allowed, Parties may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesParties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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. The failure of any party Party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights. For any matter under this Agreement requiring the consent or approval of any Party, such consent or approval shall be valid and binding on a Party hereto only if such consent or approval is delivered in an instrument in writing signed on behalf of such Party.

Appears in 9 contracts

Samples: Agreement and Plan of Merger (First Mid Illinois Bancshares Inc), Agreement and Plan of Merger (First Mid Bancshares, Inc.), Agreement and Plan of Merger (First Mid Bancshares, Inc.)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, either party hereto may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesparty, (b) waive any inaccuracies in the representations and warranties of the other party contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance by the other parties with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed by or 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 those rights.

Appears in 8 contracts

Samples: Stock Purchase and Sale Agreement (Nptest Holding Corp), Share Purchase and Sale Agreement (China Netcom Group CORP (Hong Kong) LTD), Agreement and Plan of Merger (Headwaters Inc)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement, or (c) waive compliance with any of the agreements or conditions of the other parties contained hereinin this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an a written instrument in writing signed on behalf of executed and delivered by 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 8 contracts

Samples: Stockholder Agreement (Nortel Networks Inc.), Stockholder Agreement (Nortel Networks Inc.), Stockholder Agreement (Pec Solutions Inc)

Extension; Waiver. At any time prior to the Closing Date, the The parties may, to the extent legally allowed, hereto may (ai) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesparties hereto, (bii) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or (iii) waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an a written 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 those rights.

Appears in 7 contracts

Samples: Voting and Support Agreement (Enterprise Acquisition Corp.), Voting and Support Agreement (Capitol Acquisition Corp), Agreement and Plan of Merger (Enterprise Acquisition Corp.)

Extension; Waiver. At any time prior to the Closing DateClosing, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 6 contracts

Samples: Agreement and Plan of Merger (Lapolla Industries Inc), Stock Purchase Agreement (White Mountains Insurance Group LTD), Equity Purchase Agreement (Endeavor Group Holdings, Inc.)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 6 contracts

Samples: Stock Purchase Agreement (Teco Energy Inc), Purchase and Sale Agreement (Ashland Global Holdings Inc), Purchase and Sale (Altra Industrial Motion Corp.)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) subject to the proviso of Section 8.3, waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 6 contracts

Samples: Agreement and Plan of Merger (Camelot Music Holdings Inc), Agreement and Plan of Merger (Litton Industries Inc), Agreement and Plan of Merger (Talbert Medical Management Holdings Corp)

Extension; Waiver. At any time prior to the Closing Date, Buyer or the parties may, to the extent legally allowed, Company may (a) extend the time for the performance of any of the obligation of the other acts obligations of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained herein in this Agreement or in any document delivered pursuant hereto under this Agreement, or (c) unless prohibited by applicable Law, waive compliance with any of the covenants, agreements or conditions contained hereinin this Agreement. Any agreement on the part of a party to any such extension or waiver shall will be valid only if set forth in an instrument in writing signed on behalf of by such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall will not constitute a waiver of such rights.

Appears in 6 contracts

Samples: Stock Purchase Agreement (Yunhong Green Cti Ltd.), Stock Purchase Agreement (Yunhong CTI Ltd.), Stock Purchase Agreement (Yunhong CTI Ltd.)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or (c) subject to the proviso of Section 7.03, waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a 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 6 contracts

Samples: Agreement and Plan of Merger (Unison Software Inc), Agreement and Plan of Merger (Heartport Inc), Agreement and Plan of Merger (Johnson & Johnson)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, (a) extend the time for the performance of any of the obligation of obligations or the other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or (c) waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a 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 (Digital Imaging Resources Inc.), Agreement and Plan of Merger (Superior Energy Services Inc), Agreement and Plan of Merger (Midcoast Energy Resources Inc)

Extension; Waiver. At any time prior to the Closing Date, the parties The Parties may, to the extent legally allowed, (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesParties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or and (c) waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a party Party to any such extension or waiver shall be valid only if set forth in an a written instrument in writing signed on behalf of such partyParty. The failure of any party Party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (GFI Group Inc.), Support Agreement (Cme Group Inc.), Support Agreement (GFI Group Inc.)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, a Party may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesParties, (b) waive any inaccuracies in the representations and warranties of the other Parties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance by the other Party with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of by a 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. The failure of any party 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 (Tti Team Telecom International LTD), Agreement and Plan of Merger (Gilat Satellite Networks LTD), Agreement and Plan of Merger (Eci Telecom LTD/)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, a party may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other party or parties, (b) waive any breach or inaccuracies in the representations and warranties of the other party or parties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance by the other parties with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 (Vivint Solar, Inc.), Agreement and Plan of Merger (GLAUKOS Corp), Agreement and Plan of Merger (Sunedison, Inc.)

Extension; Waiver. At any time prior to the Closing DateClosing, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of another party contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance with any of the agreements or conditions of another party contained hereinin this Agreement. Any agreement on the part of a 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: Contribution Agreement (Inverness Medical Innovations Inc), Contribution Agreement (Inverness Medical Innovations Inc), Membership Unit Purchase Agreement (Inverness Medical Innovations Inc)

Extension; Waiver. At any time prior to the Closing DateClosing, the parties may, to the extent legally allowed, (a) extend the time for the performance of any of the obligation of the other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a 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 (Cafe Serendipity Holdings, Inc.), Agreement (mCig, Inc.), Agreement (Organa Gardens International)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties Parties may, to the extent legally allowed, (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesParties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or and (c) waive compliance with any of the agreements or conditions contained herein. 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 a written instrument in writing signed on behalf of such partyParty. The failure of any party Party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.

Appears in 4 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Terra Industries Inc), Agreement and Plan of Merger (CF Industries Holdings, Inc.)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) subject to the proviso of Section 8.1, waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 4 contracts

Samples: Agreement and Plan of Merger (Burlington Northern Santa Fe Corp), Agreement and Plan of Merger (Cavalier Homes Inc), Agreement and Plan of Merger (Garan Inc)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties hereto may, to the extent legally allowedpermitted under applicable Law, (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 4 contracts

Samples: Voting Agreement (Weyerhaeuser Co), Voting Agreement (Weyerhaeuser Co), Voting Agreement (TRI Pointe Homes, Inc.)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, may (ai) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesparties to this Agreement, (bii) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document document, certificate or writing delivered pursuant hereto to this Agreement or (iii) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a any party to any such extension or waiver shall be valid only if set forth in an instrument in writing and signed on behalf of such party. The failure of any party Party to this Agreement to assert enforce any of its rights right arising under this Agreement on one or otherwise shall more occasions will not constitute operate as a waiver of such rightsthat or any other right on that or any other occasion.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Alpha Natural Resources, Inc.), Asset Purchase Agreement (Alpha Natural Resources, Inc.), Asset Purchase Agreement (Alpha Natural Resources, Inc.)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, (a) extend the time for the performance of any of the obligation of obligations or the other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or (c) subject to the proviso of Section 9B, waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a 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 4 contracts

Samples: Stock Purchase Agreement (Equalnet Holding Corp), Stock and Warrant Purchase Agreement (Equalnet Holding Corp), Stock and Warrant Purchase Agreement (Crane James R)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties hereto may, to the extent legally allowed, (ai) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesparties hereto, (bii) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or and (iii) waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an a written 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 those rights.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Medassets Inc), Agreement and Plan of Merger (Healthequity, Inc.), Agreement and Plan of Merger (Wageworks, Inc.)

Extension; Waiver. At any time prior to the Closing DateClosing, the parties Parties may, to the extent legally allowed, (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesParties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or and (c) waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a party Party to any such extension or waiver shall be valid only if set forth in an a written instrument in writing signed on behalf of such partyParty. The failure of any party Party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.

Appears in 4 contracts

Samples: Purchase Agreement (Cme Group Inc.), Purchase Agreement (Jersey Partners Inc.), Purchase Agreement (GFI Group Inc.)

Extension; Waiver. At any time prior to before the Closing Date, the parties may, to the extent legally allowed, any party hereto may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or and (c) waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a party to any such extension or waiver shall be valid only as against such party and only if set forth in an instrument in writing signed on behalf of by 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 4 contracts

Samples: Agreement and Plan of Merger (Coleman Co Inc), Agreement and Plan of Merger (CLN Holdings Inc), Agreement and Plan of Merger (Sunbeam Corp/Fl/)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, (a) extend the time for the performance of any of the obligation of obligations or the other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or (c) waive compliance of the other parties with any of the agreements or conditions contained herein. Any agreement on the part of a 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 4 contracts

Samples: Stock Purchase Agreement (Roper J Mark), Stock Purchase Agreement (Patterson Uti Energy Inc), Stock Purchase Agreement (Patterson Uti Energy Inc)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, any party hereto may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesparties hereto, (b) waive any inaccuracies in the representations and warranties of the other parties contained herein or in any document delivered pursuant hereto or and (c) waive compliance with any of the agreements or conditions for such party's benefit contained herein. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf by a duly authorized officer of such partythe party to be bound thereby. 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 those rights.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Merck & Co Inc), Agreement and Plan of Merger (Zilkha Michael), Agreement and Plan of Merger (El Paso Energy Corp/De)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or (c) subject to the proviso of Section 7.3, waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a 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 4 contracts

Samples: Agreement and Plan of Merger (Vacation Break Usa Inc), Agreement and Plan of Merger (TMP Worldwide Inc), Agreement and Plan of Merger (U S Bioscience Inc)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesparty, (b) waive any inaccuracies in the representations and warranties of the other party contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement, or (c) waive compliance with any of the agreements or conditions of the other party contained hereinin this Agreement. Any agreement on the part of a party 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. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall will not constitute a waiver of such those rights.

Appears in 3 contracts

Samples: Purchase Agreement (Flatbush Federal Bancorp Inc), Purchase Agreement (New Plan Excel Realty Trust Inc), Purchase Agreement (New Plan Excel Realty Trust Inc)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, Parties may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesParties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document Agreements, documents, certificates or other instruments delivered pursuant hereto or and (c) waive compliance with any of the agreements Agreements or conditions contained hereinin this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyby the Party or Parties to be bound thereby. The failure of any party to this Agreement Party to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Iec Electronics Corp), Agreement and Plan of Merger (Learn2 Com Inc), Agreement and Plan of Merger (E Stamp Corp)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or (c) subject to the provisions of Section 7.3, waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a 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 3 contracts

Samples: Agreement and Plan of Merger (Answer Think Consulting Group Inc), Agreement and Plan of Merger (Irvine Horace H Ii), Agreement and Plan of Merger (Hadco Corp)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, (a) extend the time for the performance of any of the obligation of obligations or the other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or (c) waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a 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 3 contracts

Samples: Stock Purchase Agreement (Southern Mineral Corp), Stock and Warrant Purchase Agreement (Equalnet Holding Corp), 6 Stock Warrant Purchase Agreement (Equalnet Communications Corp)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance by the other parties with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 ; provided that 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 those rights.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Infrasource Services Inc), Asset Purchase Agreement (Infrasource Services Inc), Asset Purchase Agreement (Infrasource Services Inc)

Extension; Waiver. At any time prior to the Closing Date, the The parties may, to the extent legally allowed, hereto may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesparties hereto, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement, or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. 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 partyparty hereto. The failure of any party to this Agreement hereto to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.

Appears in 3 contracts

Samples: Merger Agreement (Phototron Holdings, Inc.), Agreement and Plan of Merger (Artemis Acquisition Corp.), Agreement and Plan of Merger (Artemis Acquisition Corp.)

Extension; Waiver. At As pertains to this Agreement, at any time prior to the Closing Date, the parties may, to the extent legally allowed, allowable: (a) extend the time for the performance of any of the obligation of the other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyeach party hereto. 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 3 contracts

Samples: Acquisition Agreement (CANNA Corp), Acquisition Agreement (CANNA Corp), Agreement of Merger and Plan of Reorganization (Clic Technology, Inc.)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, The Parties may (ai) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesParties, (bii) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement, or (iii) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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. The failure of any party to this Agreement Party to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (W270, Inc.), Agreement and Plan of Merger (Catalyst Lighting Group Inc), Agreement and Plan of Merger (Gold Hill Resources, Inc.)

Extension; Waiver. At any time prior to the Closing DateEffective Time of the Merger, the parties may, to the extent legally allowed, (a) extend the time for the performance of any of the obligation of obligations or the other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or (c) waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a 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 3 contracts

Samples: Agreement and Plan of Merger (El Paso Energy Partners Lp), Agreement and Plan of Merger (Crystal Gas Storage Inc), Agreement and Plan of Merger (El Paso Energy Corp/De)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 3 contracts

Samples: Agreement and Plan of Merger (Doane Pet Care Co), Agreement and Plan of Merger (Verisity LTD), Agreement and Plan of Merger (Vysis Inc)

Extension; Waiver. At any time prior to the Closing DateClosing, the parties any Party may, to the extent legally allowed, (ai) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesParties, (bii) waive any inaccuracies in the representations and warranties made to such Party contained herein or in any document delivered pursuant hereto or and (iii) waive compliance with any of the agreements or conditions for the benefit of such Party contained herein. Any agreement on the part of a 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. The failure of Delay in exercising any party to this Agreement to assert any of its rights right under this Agreement or otherwise shall not constitute a waiver of such rightsright.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (GSME Acquisition Partners I), Agreement and Plan of Reorganization (GSME Acquisition Partners I), Agreement and Plan of Merger (Andina Acquisition Corp. II)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or (c) waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a 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 3 contracts

Samples: Agreement and Plan of Merger (CF Industries Holdings, Inc.), Agreement and Plan of Merger (Therasense Inc), Agreement and Plan of Merger (Therasense Inc)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties any ----------------- Party may, to the extent legally allowed, (ai) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesParty, (bii) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or and (iii) waive compliance with any of the agreements Agreements or conditions contained herein. Any agreement on the part of a party Party to any such extension or waiver shall will be valid only if set forth in an a written instrument in writing signed on behalf of such partyParty. The failure of any party to this Agreement Party to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Group Maintenance America Corp), Agreement and Plan of Merger (Group Maintenance America Corp), Agreement and Plan of Merger (Apollo Investment Fund Iv Lp)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, a party hereto may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesparty hereto, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or and (c) waive compliance with any of the agreements or conditions contained herein, to the extent permitted by applicable law. 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 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 3 contracts

Samples: Membership Interest Purchase Agreement (Aes Corporation), Stock Purchase Agreement (Aes Corporation), Stock Purchase Agreement (Ameren Corp)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, any party hereto may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesparties hereto, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or and (c) subject to the requirements of applicable Law, waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a party to any such extension or waiver shall only be valid only if set forth in an instrument in writing signed on behalf of such partyby the party or parties to be bound thereby and references this Section 8.8 or a waiver under this Agreement. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise remedies shall not constitute a waiver of such rightsrights or remedies.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Sealy Corp), Agreement and Plan of Merger (Tempur Pedic International Inc)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement, or (c) waive compliance by the other parties with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 those rights.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Business Objects S.A.), Agreement and Plan of Merger (Powerhouse Technologies Group Inc)

Extension; Waiver. At any time prior to the Closing DateClosing, ------------------ the parties may, to the extent legally allowed, hereto may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesparties hereto, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto Ancillary Agreement or (c) subject to the limitations set forth in Section 8.03, waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 2 contracts

Samples: Formation Agreement (Galvin Michael Jeffrey), Formation Agreement (International Computex Inc)

Extension; Waiver. At any time prior to the Closing Date, the parties hereto may, to the extent legally allowedpermitted by Law, (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 2 contracts

Samples: Purchase Agreement (Weyerhaeuser Co), Purchase Agreement (International Paper Co /New/)

Extension; Waiver. At any time prior to the Closing Date, the The parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto or to this Agreement, (c) waive compliance with any covenants and agreements contained in this Agreement or (d) waive the satisfaction of any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 2 contracts

Samples: Share and Asset Purchase Agreement (Home Loan Servicing Solutions, Ltd.), Share and Asset Purchase Agreement (New Residential Investment Corp.)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) subject to the proviso of Section 9.3, waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 2 contracts

Samples: Agreement and Plan of Merger (Berkshire Hathaway Inc), Agreement and Plan of Merger (Shaw Industries Inc)

Extension; Waiver. At Subject to the express limitations herein, at any time prior to the Closing DateEffective Time, Parent, on the parties mayone hand, to and the extent legally allowedCompany, on the other hand, may (ai) extend the time for the performance of any of the obligation of the obligations or other acts of the any other partiesparty hereto, (bii) waive any inaccuracies in the representations and warranties contained herein by any other party or in any document document, certificate or writing delivered pursuant hereto by any other party or (iii) unless prohibited by applicable laws, waive compliance with any of the agreements covenants or conditions contained hereinin this Agreement. Any agreement on the part of a 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 will not constitute a waiver of such rights.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Luxottica Group Spa), Agreement and Plan of Merger (Oakley Inc)

Extension; Waiver. At any time prior to the Closing DateClosing, the parties may, to the extent legally allowed, (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesparty, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement, or (c) subject to the proviso of Section 8.4, waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 2 contracts

Samples: Strategic Business Combination Agreement (Steag Electronic Systems GMBH), Strategic Business Combination Agreement (Mattson Technology Inc)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other party contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or waive compliance by the other party with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 those rights.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Colony HCR Voteco LLC), Agreement and Plan of Merger (Harveys Casino Resorts)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties Parties may, to the extent legally allowed, : (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, Parties; (b) to the extent permitted by applicable Law, waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto hereto; or (c) waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a 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. The failure of any party 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 2 contracts

Samples: Arrangement Agreement (Sagicor Financial Co Ltd.), Transaction Agreement (Columbia Care Inc.)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, Parties may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesParties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement, or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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. 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 2 contracts

Samples: Share Exchange Agreement (Nowtransit Inc), Share Exchange Agreement (Vado Corp.)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, (ai) extend the time for the performance of any of the obligation of the other acts of the other parties, (bii) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a 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 2 contracts

Samples: Technology Contribution Agreement (Alchemy Enterprises, Ltd.), Agreement (Medistem Laboratories, Inc.)

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Extension; Waiver. At any time prior to the Final Closing Date, the parties may, to the extent legally allowed, (a) extend the time for the performance of any of the obligation of the other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a 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 2 contracts

Samples: Agreement (Natco International Inc.), Agreement (Natco International Inc.)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, ; (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement; or (c) subject to the provisions of Section 7.03, waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 2 contracts

Samples: Agreement and Plan of Merger (Macrochem Corp), Agreement and Plan of Merger (Access Pharmaceuticals Inc)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, may (ai) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (bii) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (iii) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 or delay by any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rightsrights nor shall any single or partial exercise by any party to this Agreement of any of its rights under this Agreement preclude any other or further exercise of such rights or any other rights under this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Riviera Holdings Corp), Agreement and Plan of Merger (Isle Investors LLC)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) subject to the provision of Section 8.03, waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 those rights.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Consol Inc), Agreement and Plan of Merger (Rochester & Pittsburgh Coal Co)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) subject to the proviso of Section 8.13, waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing 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 those rights.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Clear Channel Communications Inc), Agreement and Plan of Merger (Amfm Inc)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c), waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 2 contracts

Samples: Agreement and Plan of Merger (Firearms Training Systems Inc), Agreement and Plan of Merger (Meggitt USA Inc)

Extension; Waiver. At any time prior to the Closing DateClosing, the parties hereto may, to the extent legally allowedpermitted under applicable Law, (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 2 contracts

Samples: Transaction Agreement (Naspers LTD), Transaction Agreement (MakeMyTrip LTD)

Extension; Waiver. At any time prior to the Closing Date, the parties hereto may, to the extent legally allowed, (ai) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesparties hereto, (bii) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or (iii) waive compliance with any of the agreements or conditions applicable to such party contained herein. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an a written 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 those rights.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Encompass Services Corp), Securities Purchase Agreement (Encompass Services Corp)

Extension; Waiver. At any time prior to the Closing DateClosing, the parties may, to the extent legally allowed, (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesparty, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement, or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a party 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. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall will not constitute a waiver of such rights.

Appears in 2 contracts

Samples: Stock and Asset Purchase Agreement (Mattson Technology Inc), Asset Purchase Agreement (Axt Inc)

Extension; Waiver. At any time prior to the Closing DateAsset Closing, the parties may, to the extent legally allowed, Parties may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesParties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a party Party to any such extension or waiver shall be valid only if set forth in an instrument in writing writing, signed on behalf of such partyParty. The failure of any party to this Agreement Party to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Sungard Capital Corp Ii), Asset Purchase Agreement (GL Trade Overseas, Inc.)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, hereto may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 2 contracts

Samples: Assignment and Assumption Agreement (International Paper Co /New/), Pulpwood Supply Agreement (Weyerhaeuser Co)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, (a) extend the time for the performance of any of the obligation of obligations or the other acts of the other partiesparty, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or (c) waive compliance of the other party with any of the agreements or conditions contained herein. Any agreement on the part of a 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 2 contracts

Samples: Stock Purchase Agreement (Patterson Uti Energy Inc), Stock Purchase Agreement (Roper J Mark)

Extension; Waiver. At any time prior to the Closing DateClosing, the parties may, to the extent legally allowed, a party may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other party or parties, (b) waive any breach or inaccuracies in the representations and warranties of the other party or parties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance by the other parties with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 2 contracts

Samples: Purchase Agreement (TerraForm Power, Inc.), Amended and Restated Purchase Agreement (TerraForm Power, Inc.)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement, or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 2 contracts

Samples: Share Exchange Agreement (Chuma Holdings, Inc.), Share Exchange Agreement (Chuma Holdings, Inc.)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, (a) extend the time for the performance of any of the obligation of the other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a party hereto to any such extension or waiver of the terms hereof shall be valid only if set forth in an a written instrument in writing signed on behalf of such party. Such extension or waiver shall not apply to any time for performance, inaccuracy in any representation or warranty, or noncompliance with any agreement or condition, as the case may be, other than that which is specified in the extension or waiver. The delay or failure of any party to this Agreement hereto to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.

Appears in 2 contracts

Samples: Voting and Support Agreement (Foster James Christopher), Voting and Support Agreement (ZeroFox Holdings, Inc.)

Extension; Waiver. At any time prior to the Closing DateClosing, the parties hereto may, to the extent legally allowed, (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesparties hereto, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or and (c) waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an a written instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights Delay in exercising a right under this Agreement or otherwise shall not constitute a waiver of such rightsright.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Plug Power Inc), Voting Agreement (H Power Corp)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties parties, may, to the extent legally allowed, (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or and (c) waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an a written 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 those rights.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (GCP Sunshine Acquisition, Inc. A Delaware Corp), Agreement and Plan of Merger (American Land Lease Inc)

Extension; Waiver. At any time prior to the Closing Date, the parties Parties hereto may, to the extent legally allowedpermitted by Law, (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesParties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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. The failure of any party 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 1 contract

Samples: Asset Purchase Agreement (Weyerhaeuser Co)

Extension; Waiver. At any time prior to the Respective Closing Date, the parties may, to the extent legally allowed, Parties may by mutual agreement (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesParties, (b) waive any inaccuracies in the representations and warranties of any Party contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement, or (c) subject to the requirements of applicable Law, waive compliance with any of the agreements agreements, covenants or conditions of any Party contained hereinin this Agreement. Any agreement on the part of a party Party to any such extension or waiver shall will be valid only if set forth in an instrument in writing signed on behalf of such partyby all Parties. The failure of any party to this Agreement Party to assert any of its rights under this Agreement or otherwise shall will not constitute a waiver of such those rights.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Inland Diversified Real Estate Trust, Inc.)

Extension; Waiver. At any time prior to the Closing DateClosing, the parties may, to the extent legally allowed, (a) extend the time for the performance of any of the obligation of the other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a 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 1 contract

Samples: Agreement (Seaway Valley Capital Corp)

Extension; Waiver. At any time prior to the Closing DateClosing, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement, or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 those rights.

Appears in 1 contract

Samples: Purchase Agreement (Finisar Corp)

Extension; Waiver. At any time prior to the Closing Datetime, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 1 contract

Samples: Agreement and Plan of Merger (Opentv Corp)

Extension; Waiver. At any time prior to the Closing DateClosing, the parties hereto, by action taken or authorized by their respective Boards of Directors, representatives or authorized officers, may, to the extent legally allowed, (ai) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesparties hereto, and (bii) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or waive compliance with any of the 38 42 agreements or conditions contained herein. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an a written 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 those rights.

Appears in 1 contract

Samples: Asset Purchase Agreement (World Access Inc /New/)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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. ARTICLE XI Survival of Representations, Warranties and Agreements SECTION 11.01.

Appears in 1 contract

Samples: Securities Purchase Agreement (White Mountains Insurance Group LTD)

Extension; Waiver. At any time prior to the Closing DateClosing, the parties may, to the extent legally allowed, hereto may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesparties hereto, (b) waive any inaccuracies in the representations and warranties of the other parties hereto contained herein in this Agreement or in any document delivered pursuant hereto other Transaction Agreement or (c) waive compliance by the other parties hereto with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 1 contract

Samples: Agreement and Plan of Merger (Central Newspapers Inc)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, mutually (a) extend the time for the performance of any of the obligation of the other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a 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 1 contract

Samples: Agreement (Mauna Kea Enterprises Inc)

Extension; Waiver. At The parties may at any time prior to the Closing Date, the parties may, to the extent legally allowed, (ai) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (bii) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (iii) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 1 contract

Samples: Offer and Support Agreement (Foodarama Supermarkets, Inc.)

Extension; Waiver. At Subject to the terms of this Agreement to the extent that they expressly restrict the following, at any time prior to the Closing DateEffective Time of the Merger, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) subject to the provisions of Section 9.3, waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 1 contract

Samples: Agreement and Plan of Merger (Murdock David H)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties parties, by action taken or authorized by their respective Boards of Directors, may, subject to the extent legally allowedprovisions of Section 1.4, (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) subject to the proviso of Section 8.2, waive compliance by the other parties with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 those rights.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Welbilt Corp)

Extension; Waiver. At any time prior to the Closing Daterelease from Escrow of documents, the parties may, to the extent legally allowed, (a) extend the time for the performance of any of the obligation of the other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a 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 1 contract

Samples: Agreement (Natco International Inc.)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, may (ai) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesparty, (bii) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or and (iii) waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an a written 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 those rights nor shall any single or partial exercise by any party to this Agreement of any of its rights under this Agreement preclude any other or further exercise of such rightsrights or any other rights under this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Itc Deltacom Inc)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, a party may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, ; (b) waive any inaccuracies in the representations and warranties of the other parties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement; or (c) waive compliance with any of the agreements or conditions contained hereincondition to Closing that lawfully may be waived. Any agreement on the part of a 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 1 contract

Samples: Agreement of Merger (Premierwest Bancorp)

Extension; Waiver. At any time prior to before the Closing Date, the parties may, to the extent legally allowed, any party hereto may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto or and (c) waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a party to any such extension or waiver shall be valid only as against such party and only if set forth in an instrument in writing signed on behalf of by 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.. Section 12.4

Appears in 1 contract

Samples: Exhibit 1 Agreement (Sunbeam Corp/Fl/)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties hereto may, to the extent legally allowed, (a) extend the time for the performance of any of the obligation of obligations or the other acts of the other partiesparties hereto, (b) waive any inaccuracies in the representations and or warranties contained herein or in any document delivered pursuant hereto or and (c) waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an a written instrument in writing signed on behalf of such party. The failure Any such waiver by a party of a condition to closing of this Agreement shall also operate as a waiver and release of any party corresponding covenant or agreement relating to the same subject matter set forth in Articles VI through VIII of this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rightsAgreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Martek Biosciences Corp)

Extension; Waiver. At any time prior to the Closing DateEffective Time, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesany party, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto or to this Agreement and (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 1 contract

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

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement, or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 those rights.

Appears in 1 contract

Samples: Asset Purchase Agreement (Home Interiors & Gifts Inc)

Extension; Waiver. At any time prior to the Closing Date, the ----------------- parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the other obligations or acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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 those rights.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ifco Systems Nv)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, Parties may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other partiesParties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a 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. The failure of any party Party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.

Appears in 1 contract

Samples: Stock Purchase Agreement (Renaissancere Holdings LTD)

Extension; Waiver. At any time prior to the Closing Date, the parties may, to the extent legally allowed, may (a) extend the time for the performance of any of the obligation of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained herein in this Agreement or in any document delivered pursuant hereto to this Agreement or (c) waive compliance with any of the agreements or conditions contained hereinin this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed duly executed 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 1 contract

Samples: Securities Purchase Agreement (Cyrk Inc)

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