Common use of Frustration of Closing Conditions Clause in Contracts

Frustration of Closing Conditions. Neither Sellers nor Buyer may rely on the failure of any condition set forth in Section 9.1, Section 9.2 or Section 9.3, as the case may be, if such failure was caused by such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Buyer nor Buyer Seller may rely on the failure of any condition set forth in Section 9.1, Section 9.2 or Section 9.3, as the case may be, this Article 10 to be satisfied if such failure was caused by such Partyparty’s breach of, or failure to comply with with, any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.110.1, Section 9.2 10.2 or Section 9.310.3, as the case may be, if such failure was caused by such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers nor Buyer may rely on the failure of any condition set forth in Section 9.110.1, Section 9.2 10.2 or Section 9.310.3, as the case may be, if such failure was caused by such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers nor Buyer None of Seller or Purchaser may rely on the failure of any condition set forth in Section 9.1, Section 9.2 Sections 9.1 or Section 9.39.2, as the case may be, if such failure was caused by such Partyparty’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers the Seller nor the Buyer may rely on the failure of any condition set forth in Section 9.16.1, Section 9.2 6.2 or Section 9.36.3 to be satisfied, as the case may be, if such failure was caused by such Party’s failure to comply perform any covenant or obligation required by this Agreement to be performed or complied with any provision of this Agreementby it at or prior to Closing.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer Purchaser may rely on the failure of any condition set forth in Section Sections 9.1, Section 9.2 or Section 9.3, as the case may be, if such failure was caused by such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers the Seller nor the Buyer may rely on the failure of any condition set forth in Section 9.17.1, Section 9.2 7.2 or Section 9.37.3 to be satisfied, as the case may be, if such failure was caused by such Party’s failure to comply perform any covenant or obligation required by this Agreement to be performed or complied with any provision of this Agreementby it at or prior to Closing.

Frustration of Closing Conditions. Neither Sellers nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.110.1, Section 9.2 10.2 or Section 9.310.3, as the case may be, if such failure was caused by such Partyparty’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.110.1, Section 9.2 10.2 or Section 9.310.3, as the case may be, if such failure was caused (through action or omission) solely by such Party’s party's failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers either Seller nor either Buyer may rely rely, either as a basis for not consummating the purchase and sale of the Assets or terminating this Agreement and abandoning such purchase and sale, on the failure of any condition set forth in Section 9.17.1, Section 9.2 7.2 or Section 9.37.3, as the case may be, to be satisfied if such failure was caused by such Party’s failure to comply with breach of any provision of this AgreementAgreement or failure to act in good faith.

Frustration of Closing Conditions. Neither Sellers Purchaser nor Buyer Seller may rely on the failure of any condition set forth in Section 9.1, Section 9.2 Sections 8.1 or Section 9.38.2, as the case may be, if such failure was caused by such Partyparty’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Seller nor the Buyer may rely on the failure of any condition set forth in Section 9.18(a), Section 9.2 8(b) or Section 9.38(c), as the case may berespectively, to be satisfied if such failure was caused by such Party’s party's failure to comply with any provision of this Agreementperform its obligations hereunder or to use its commercially reasonable efforts to cause the Closing to occur as required by Section 7(a).

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.1, Section 9.2 Sections 10.1 or Section 9.310.2, as the case may be, if such failure was caused by such Partyparty’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Purchaser nor Buyer Seller may rely on the failure of any condition set forth in Section 9.111.01, Section 9.2 11.02 or Section 9.311.03, as the case may be, to be satisfied if such failure was caused by such Partyparty’s failure to comply with any provision its obligations to consummate the transactions contemplated by this Agreement as required by the provisions of this Agreement, including Section 9.01.

Frustration of Closing Conditions. Neither Sellers Buyer nor Buyer Seller may rely on the failure of any condition set forth in Section 9.13.01 or 3.02, Section 9.2 or Section 9.3respectively, as the case may be, to be satisfied if such failure was caused by such Partyparty’s failure to comply with any provision of this Agreementact in good faith or to use its reasonable best efforts to cause the Closing to occur, as required by Section 8.04.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer may rely on the failure of any condition set forth in Section 9.1, Section 9.2 Sections 6.2 or Section 9.36.3, as the case may be, if such failure was caused by such Party’s material failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.19, Section 9.2 10, or any right of termination under Section 9.311.2, as the case may be, if such failure was caused by such Party or such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.1, Section 9.2 9.1 or Section 9.39.2, as the case may be, if such failure was caused by such Partyparty’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.1Sections 8.1, Section 9.2 8.2 or Section 9.38.3, as the case may be, if such failure was caused by such Partyparty’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers the Buying Parties nor Buyer Seller may rely on the failure of any condition set forth in Section 9.18.1, Section 9.2 8.2 or Section 9.38.3, as the case may be, to be satisfied if such failure was caused by such Party’s failure to comply with any provision of this Agreementconsummate the Transactions, as required by and subject to Section 7.2.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.18.1, Section 9.2 8.2 or Section 9.38.3, as the case may be, if such failure was caused by such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer may rely on the failure of any condition set forth in Section 9.1, Section 9.2 7.1 or Section 9.37.2, as the case may be, if such failure was primarily caused by such Partyparty’s failure to comply with any provision of this Agreement (including, for the avoidance of doubt, a party’s failure to comply with any provision of this Agreement that results in a failure of the condition set forth in Section 7.1(g) or Section 7.2(f) of the Property Transaction Agreement).

Frustration of Closing Conditions. Neither Sellers nor Buyer Purchaser may rely on the failure of any condition set forth in Section Sections 9.1, Section 9.2 or Section 9.3, as the case may be, if such failure was caused by such Partyparty’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Purchaser nor Buyer Seller may rely on the failure of any condition set forth in Section 9.1, Section 9.2 ‎8.1 or Section 9.3, as the case may be, ‎8.2 if such failure was caused by the direct result of such Party’s failure to comply with any provision material breach of this Agreement.

Frustration of Closing Conditions. Neither Sellers nor Buyer None of the Seller, Parent or the Purchaser may rely on the failure of any condition set forth in Section 9.1, Section 9.2 8.01 or Section 9.38.02, as the case may be, to be satisfied if such failure was caused by such Partyparty’s failure to comply with any provision the terms of this Agreement, including Section 5.04 and Section 5.10.

Frustration of Closing Conditions. Neither of the Sellers nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.1, Section 9.2 7.1 or Section 9.37.2, as the case may be, to be satisfied if such failure was caused by such Party’s failure to comply with breach of any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers nor None of Seller, the Company or Buyer may rely on the failure of any condition set forth in Section 9.112.1, Section 9.2 12.2 or Section 9.312.3, as the case may be, if such failure was caused by such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.110.1, Section 9.2 or Section 9.310.2, 10.3, or, as the case may be, if such failure was caused by such Party’s party's failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.18.1, Section 9.2 8.2 or Section 9.38.3, as the case may be, if such failure was proximately caused by such Party’s failure to comply with any provision of this Agreementits obligations set forth in Section 5.3.

Frustration of Closing Conditions. Neither the Sellers nor Buyer may rely on the failure of any condition set forth in Section 9.1, Section 9.2 8.1 or Section 9.38.2, as the case may be, if such failure was primarily caused by such Partyparty’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers nor Buyer may rely on the failure of any condition set forth in Section Sections 9.1, Section 9.2 or Section 9.3, as the case may be, 9.3 to be satisfied if such failure was caused by such Party’s failure to materially comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.110.1, Section 9.2 10.2 or Section 9.310.3, as the case may be, if such failure was caused by such Partyparty’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Buyer nor Buyer Seller may rely on the failure of any condition set forth in Section 9.17.1, Section 9.2 7.2 or Section 9.37.3, as the case may be, to be satisfied if such failure was caused by such Party’s failure to comply with any provision of this Agreementuse commercially reasonable efforts to consummate the Transactions as required by and subject to Section 6.2.

Frustration of Closing Conditions. Neither Sellers nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.18.1, Section 9.2 8.2 or Section 9.38.3, as the case may be, if such failure was caused by such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Buyer nor Buyer Seller may rely on the failure of any condition set forth in Section 9.1, Section 9.2 10.1 or Section 9.310.2, as the case may be, to be satisfied if such failure was caused by such Partyparty’s failure to comply with any provision of this Agreementuse its reasonable best efforts to consummate the Transactions, as required by and subject to Section 7.7 and Section 7.8.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.1, Section 9.2 Sections 8.1 or Section 9.38.2, as the case may be, if such failure was caused by such Partyparty’s failure to use its reasonable best efforts to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.1Sections 8.1, Section 9.2 8.2 or Section 9.38.3 , as the case may be, if such failure was caused by such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Buyer nor Buyer Seller may rely on the failure of any condition set forth in Section 9.13.01 or 3.02, Section 9.2 or Section 9.3respectively, as the case may be, to be satisfied if such failure was caused by such Partyparty’s failure to comply with any provision breach of the obligations under this Agreement.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer may rely on the failure of any condition set forth in Section 9.16.1, Section 9.2 6.2 or Section 9.36.3, as the case may be, to be satisfied if such failure was caused by such Partyparty’s failure to comply with any provision the terms of this Agreement.

Frustration of Closing Conditions. Neither Purchaser nor the Sellers nor Buyer may rely on the failure of any condition set forth in Section 9.1Sections 10.01, Section 9.2 10.02 or Section 9.310.03, as the case may be, to be satisfied if such failure was caused by such Party’s failure to comply with any provision its obligations to consummate the transactions contemplated by this Agreement and the Transaction Agreements as required by the provisions of this Agreement, including Section 6.01.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.110.1, Section 9.2 or Section 9.310.2, 10.3, or, as the case may be, if such failure was caused by such Partyparty’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Buyer nor Sellers nor Buyer may rely on the failure of any condition conditions set forth in Section 9.1, 8 above or this Section 9.2 or Section 9.3, as the case may be, 9 to be satisfied if such failure was caused by such Party’s party's failure to comply with any provision of this Agreementact in good faith or to use its commercially reasonable best efforts to cause the Closing to occur, as required by Section 7.11 above.

Frustration of Closing Conditions. Neither Sellers Buyer nor Buyer Seller may rely on the failure of any condition set forth in Section 9.1Sections 7.1, Section 9.2 7.2, or Section 9.37.3, as the case may be, to be satisfied if such failure was caused by such Partyparty’s failure to comply with any provision use reasonable best efforts to consummate the Merger, as required by and subject to conditions of this Agreement.

Frustration of Closing Conditions. Neither Sellers Buyer nor Buyer the Shareholders may rely on the failure of any condition set forth in Section 9.17.1, Section 9.2 7.2, or Section 9.37.3, as the case may be, to be satisfied if such failure was caused by such Partyparty’s failure to comply with any provision its obligations to consummate the transactions contemplated by this Agreement and the Ancillary Agreements as required by the provisions of this Agreement.

Frustration of Closing Conditions. Neither the Sellers nor Buyer the Purchaser may rely on the failure of any condition set forth in Section Sections 9.1, Section 9.2 or Section 9.3, as the case may be, if such failure was caused directly by such Partyparty’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Buyer nor Buyer Seller may rely on the failure of any condition set forth in Section 9.1, Section 9.2 Sections 8.2 or Section 9.38.3, as the case may be, to be satisfied if such failure was is caused by such Partyparty’s failure to comply with any provision of this Agreementuse commercially reasonable efforts to consummate the Transaction, as required by Section 6.3.

Frustration of Closing Conditions. Neither Sellers Purchaser nor Buyer Seller may rely on the failure of any condition set forth in Section 9.1, Section 9.2 8.1 or Section 9.38.2, as the case may be, to refuse to consummate the transactions contemplated by this Agreement if such failure was caused by such Party’s directly results from its or their failure to comply in all material respects with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Purchaser nor Buyer Seller may rely on the failure of any condition set forth in Section 9.1, Section 9.2 Sections 8.1 or Section 9.38.2, as the case may be, to refuse to consummate the transactions contemplated by this Agreement if such failure was caused by such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.1, Section 9.2 Sections 8.1 or Section 9.38.2, as the case may be, if such failure was caused by such Partyparties’ or party’s failure to use its reasonable best efforts to comply with any provision of this Agreement.. Exhibit 2.1 ARTICLE IX INDEMNIFICATION

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.16.1, Section 9.2 6.2 or Section 9.36.3, as the case may be, to be satisfied if such failure was caused is due to the failure of such party to perform or observe its covenants and agreements hereunder, including its obligation to use reasonable best efforts to consummate the transactions contemplated by such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer may rely on the failure of any condition set forth in Section 9.1, Section 9.2 8.1 or Section 9.38.2, as the case may be, if such failure was caused by such Partyparty’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither the Sellers nor the Buyer may rely on the failure of any condition set forth in Section 9.17.1, Section 9.2 7.2 or Section 9.37.3 to be satisfied, as the case may be, if such failure was caused by such Party’s failure to comply perform any covenant or obligation required by this Agreement to be performed or complied with any provision of this Agreementby it at or prior to Closing.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer may rely on the failure of any condition set forth in Section 9.1Sections 7.1, Section 9.2 7.2 or Section 9.37.3, as the case may be, to be satisfied if such failure was caused by such Partyparty’s failure to comply with perform any provision of its obligations under this Agreement, to act in good faith or to use its reasonable best efforts to consummate the transactions contemplated by this Agreement as required by and subject to Sections 6.3 and 6.11.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.1, Section 9.2 or Section 9.3, as the case may be, if such failure was caused (through action or omission) by such Partyparty’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.1, Section 9.2 or Section 9.3, as the case may be, 9.1 if such failure was caused by such Partyparty’s failure to comply with any provision of this AgreementAgreement or any of the Ancillary Agreements.

Frustration of Closing Conditions. Neither Sellers Buyer nor Buyer the Shareholders may rely on the failure of any condition set forth in Section 9.17.1, Section 9.2 7.2, or Section 9.37.3, as the case may be, to be satisfied if such failure was caused by results in whole or in part from such Partyparty’s failure to comply with any provision its obligations to consummate the transactions contemplated by this Agreement and the Ancillary Agreements as required by the provisions of this Agreement.

Frustration of Closing Conditions. Neither Sellers the Purchaser nor Buyer the Seller may rely on the failure of any condition set forth in Section 9.1, Section 9.2 Sections 8.1 or Section 9.38.2, as the case may be, if such failure was caused primarily due to the failure of such party (or, in the case of the Seller, a failure by such Party’s failure any Company) to comply with perform any provision of its obligations under this Agreement.

Frustration of Closing Conditions. Neither Sellers nor Buyer may rely on the failure of any condition set forth in Section 9.1, Section 9.2 8.1 or Section 9.38.2, as the case may be, if such failure was caused by such Party’s party's failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Purchaser nor Buyer Seller may rely on the failure of any condition set forth in Section 9.1Sections 9.01, Section 9.2 9.02 or Section 9.39.03, as the case may be, to be satisfied if such failure was caused by such Partyparty’s failure to comply with any provision its obligations to consummate the transactions contemplated by this Agreement and the Transaction Agreements as required by the provisions of this Agreement, including Section 6.01.

Frustration of Closing Conditions. Neither Sellers nor Buyer Purchaser may rely on the failure of any condition conditions set forth in Section 9.18.1, Section 9.2 8.2, 8.3 or Section 9.38.4, as the case may be, if such failure was caused cause by such Party’s 's failure to comply with any provision provisions of this AgreementAgreeement.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.1, Section 9.2 10.1 or Section 9.310.2, as the case may be, if such failure was caused by such Partyparty’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers nor Buyer may rely on the failure of any condition set forth in Section 9.1, Section 9.2 8.1 or Section 9.38.2, as the case may be, if such failure was caused by such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither None of the Sellers nor Buyer may rely on the failure of any condition set forth in Section 9.1, 9(a) or 9(b) if such failure was caused by any such Party’s failure to comply with any provision of this Agreement. The Buyer may not rely on the failure of any condition set forth in Section 9.2 9(a) or Section 9.3, as the case may be, 9(c) if such failure was caused by such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers the Seller nor the Buyer may rely on the failure of any condition set forth in Section 9.17.01, Section 9.2 7.02 or Section 9.37.03 (except in each case for any failure of a condition that would cause the Closing to be a violation of Law), as the case may be, if such failure was caused by such Partyparty’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers the Purchaser nor Buyer the Seller may rely on the failure of any condition set forth in Section 9.1‎9.1, Section 9.2 ‎9.2, or Section 9.3‎9.3, as the case may be, to be satisfied if such failure was caused by results in whole or in part from such Partyparty’s failure to comply with its obligations to consummate the transactions, or any provision other obligations, contemplated by this Agreement and the Ancillary Agreements as required by the provisions of this Agreement.

Frustration of Closing Conditions. Neither Sellers nor Buyer may rely on the failure of any condition set forth in Section 9.17.1, Section 9.2 7.2 or Section 9.37.3, as the case may be, if such failure was caused by such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers nor Buyer the Purchaser may rely on the failure of any condition set forth in Section 9.1Sections 10.1, Section 9.2 10.2 or Section 9.310.3, as the case may be, if such failure was caused directly by such Partyparty’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Purchaser nor Buyer Seller may rely on the failure of any condition set forth in Section 9.1Sections 10.01, Section 9.2 10.02 or Section 9.3, as the case may be, 10.03 to be satisfied if such failure was caused by such Party’s failure to comply with any provision of its obligations in this Agreement.

Frustration of Closing Conditions. Neither Sellers the Buyer nor Buyer any of the Contributors may rely on the failure of any condition set forth in Section 9.1Sections 7.1, Section 9.2 7.2 or Section 9.37.3, as the case may be, if such failure was caused by such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Buyer, the Company nor Buyer Seller may rely on the failure of any condition set forth in Section 9.18.1, Section 9.2 8.2 or Section 9.38.3, as the case may be, to be satisfied if such failure was primarily caused by such Party’s failure material breach of its obligations to comply with any provision consummate the transactions contemplated by this Agreement as required by the provisions of this Agreement.

Frustration of Closing Conditions. Neither the Sellers nor Buyer may rely on the failure of any condition set forth in Section 9.1, Section 9.2 ‎8.1 or Section 9.3‎8.2, as the case may be, to be satisfied if such failure was caused by such Partyparty’s failure to comply with any provision of its obligations to consummate the transactions contemplated by this AgreementAgreement as required by and subject to Section 7.7.

Frustration of Closing Conditions. Neither Sellers Purchaser nor Buyer Seller may rely on the failure of any condition set forth in Section 9.1, Section 9.2 or Section 9.3, as the case may be, 9.3 to be satisfied if such failure was caused by such Party’s 's failure to act in good faith or to comply with any provision of such Party's obligations under this Agreement.

Frustration of Closing Conditions. Neither Sellers Purchaser nor Buyer Seller may rely on the failure of any condition set forth in Section 9.19.01, Section 9.2 9.02, or Section 9.39.03, as the case may be, to be satisfied if such failure was caused by such Partyparty’s failure to comply with any provision its obligations to consummate the transactions contemplated by this Agreement and the Transaction Agreements as required by the provisions of this Agreement, including Section 6.01.

Frustration of Closing Conditions. Neither Sellers Purchaser nor Buyer Seller nor Issuer may rely on the failure of any condition set forth in Section 9.1Sections 10.1, Section 9.2 10.2 or Section 9.310.3, as the case may be, if such failure was caused by such Party’s 's failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither the Sellers nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.110.1, Section 9.2 10.2 or Section 9.310.3, as the case may be, if such failure was caused by such Partyparty’s failure to comply with any provision of this Agreementhereof.

Frustration of Closing Conditions. Neither Sellers Buyer, Buyer Bank nor Buyer Seller may rely on the failure of any condition set forth in Section 9.17.01, Section 9.2 7.02 or Section 9.37.03, as the case may be, to be satisfied if such failure was caused by such Partyparty’s failure to comply with use reasonable best efforts to consummate any provision of the transactions contemplated by this Agreement.

Frustration of Closing Conditions. Neither Sellers Purchaser nor Buyer Seller may rely on the failure of any condition set forth in Section 9.19.01, Section 9.2 9.02 or Section 9.39.03, as the case may be, to be satisfied if such failure was caused by such Partyparty’s failure to comply with any provision its obligations to consummate the transactions contemplated by this Agreement and the Transaction Agreements as required by the provisions of this Agreement, including Section 6.01 and Section 6.02.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer may rely on the failure of any condition set forth in Section 9.17.01, Section 9.2 7.02 or Section 9.37.03, as the case may be, if such failure was caused by such Partyparty’s failure to comply with breach of any provision of this Agreement.

Frustration of Closing Conditions. Neither None of Buyer, the Company, Seller Representative nor the Sellers nor Buyer may rely on the failure of any condition set forth in Section 9.18.1, Section 9.2 8.2 or Section 9.38.3, as the case may be, to be satisfied if such failure was primarily caused by such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers the Company nor Buyer Seller, on the one hand, or Buyer, on the other hand, may rely on the failure of any condition set forth in Section 9.1, Section 9.2 Sections 9.1 or Section 9.39.2, as the case may be, if such failure was caused by such Partyparty’s (or, in the case of Buyer, any of Buyer Corp’s, Buyer Corp Sub’s, or Buyer LLC Sub’s) failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer Purchaser may rely on the failure of any condition set forth in Section 9.18.1, Section 9.2 8.2 or Section 9.38.3, as the case may be, if such failure was caused by such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer may rely on the failure of any condition set forth in Section 9.1, Section 9.2 7.2 or Section 9.37.3, as the case may be, if such failure was caused by such Party’s material failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Buyer nor Buyer may Seller are entitled to rely on the failure of any condition of the conditions set forth in Section 9.17.1, Section 9.2 7.2 or Section 9.37.3, as the case may be, to be satisfied if such failure was caused by such Party’s failure to comply with any provision of this Agreementits obligations to consummate the Transactions, as required by and subject to Section 6.20.

Frustration of Closing Conditions. Neither Sellers Purchaser nor Buyer the Seller may rely on the failure of any condition set forth in Section 9.1, Section 9.2 Sections 8.1 or Section 9.38.2, as the case may be, if such failure was caused by such Partyparty’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer may rely on the failure of any condition conditions set forth in Section 9.16.1, Section 9.2 6.2 or Section 9.36.3, as the case may be, if such failure was proximately caused by such Party’s failure to comply with any provision of this Agreementits obligations set forth in Section 5.4.

Frustration of Closing Conditions. Neither Sellers Purchasers, the Purchaser Designees nor Buyer the Company may rely on the failure of any condition set forth in Section 9.110.1, Section 9.2 10.2 or Section 9.310.3, as the case may be, if such failure was caused by such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Buyer nor Buyer Seller may rely rely, either as a basis for not consummating the Closing or for terminating this Agreement, on the failure of any condition set forth in Section 9.110.01, Section 9.2 10.02 or Section 9.310.03, as the case may be, to be satisfied if such failure was caused by such Party’s failure to comply with breach in any material respect of any provision of this Agreement or failure in any material respect to use the standard of efforts required from such Party to consummate the transactions contemplated by this Agreement.

Frustration of Closing Conditions. Neither the Buyer nor the Sellers nor Buyer may rely on the failure of any condition set forth in Section 9.1, Section 9.2 or Section 9.3Sections 9.1 and 9.2, as the case may be, if such failure was caused by such Partyparty’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers nor Buyer None of Seller, the Agent or Purchaser may rely on the failure of any condition set forth in Section 9.1, Section 9.2 Sections 10.1 or Section 9.310.2, as the case may be, if such failure was caused by such Partyparty’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither None of Sellers nor Buyer or Purchaser may rely on the failure of any condition set forth in Section 9.1, Section 9.2 10.1 or Section 9.310.2, as the case may be, if such failure was caused by such Partyparty’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Buyer, the Acquired Companies nor Buyer any Seller may rely on the failure of any condition set forth in Section 9.1, Section 9.2 or Section 9.3, as the case may be, 8.1 to be satisfied if such failure was primarily caused by such Party’s failure material breach of its obligations to comply with any provision consummate the transactions contemplated by this Agreement as required by the provisions of this Agreement.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer may rely on the failure of any condition set forth in Section 9.1, Section 9.2 7.1 or Section 9.37.2, as the case may be, if such failure was caused by such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers the Purchaser nor Buyer the Seller may rely on the failure of any condition set forth in Section 9.1, Section 9.2 or Section 9.3, as the case may be, 9.3 to be satisfied if such failure was caused by such Party’s failure to act in good faith or to comply with any provision of such Party’s obligations under this Agreement.

Frustration of Closing Conditions. Neither Buyer nor Sellers nor Buyer may rely on the failure of any condition set forth in Section 9.1, Section 9.2 or Section 9.3Sections 9.1 and 9.2, as the case may be, if such failure was caused by such Partyparty’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Buyer nor Buyer Seller may rely on the failure of any condition set forth in Section 9.1, Section 9.2 or Section 9.3, as the case may be, 5.01(b) if such failure was caused by such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Seller nor Buyer may rely on the failure of any condition set forth in Section 9.18.1, Section 9.2 8.2 or Section 9.38.3, as the case may be, if such failure was caused by such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Purchaser nor Buyer Seller may rely on the failure of any condition set forth in Section 9.1, Section 9.2 Sections 8.1 or Section 9.3, 8.2 as the case may be, be if such failure was caused by such Party’s failure to comply with any provision of this Agreement.

Frustration of Closing Conditions. Neither Sellers Purchaser nor Buyer Seller may rely on the failure of any condition set forth in Section 9.110.01, Section 9.2 10.02 or Section 9.310.03, as the case may be, to be satisfied if such failure was caused by such Partyparty’s failure to comply with any provision its obligations to consummate the transactions contemplated by this Agreement and the Transaction Agreements as required by the provisions of this Agreement, including Section 7.01.

Frustration of Closing Conditions. Neither Sellers Except as required by applicable Law, neither Seller nor Buyer may rely on the failure of any condition set forth in Section 9.1Sections 10.1, Section 9.2 10.2 or Section 9.310.3, as the case may be, to be satisfied if such failure was caused by such Party’s failure to comply with (or its Affiliate’s) breach of any provision of representation, warranty, covenant or agreement set forth in this AgreementAgreement has been the cause of, or resulted in, such failure.