Common use of Waiver of Closing Conditions Clause in Contracts

Waiver of Closing Conditions. The parties acknowledge and agree that if Buyer or Seller has Knowledge of a failure of any condition set forth in Section 7 or 8, respectively, or of any Breach by the other party of any representation, warranty or covenant contained in this Agreement, and such party proceeds with the Closing, such party shall be deemed to have waived such condition or Breach and such party and its successors, assigns and affiliates shall not be entitled to be indemnified pursuant to Section 11, to sue xxx damages or to assert any other right or remedy for any losses arising from any matters relating to such condition or breach, notwithstanding anything to the contrary contained herein or in any certificate delivered pursuant hereto.

Waiver of Closing Conditions. The parties acknowledge and agree that if Buyer or Seller has Knowledge knowledge of a failure of any condition set forth in Section 7 3.01 or 83.02, respectively, or of any Breach breach by the other party of any representation, warranty or covenant contained in this Agreement, and such party proceeds with the Closing, such party shall be deemed to have waived such condition or Breach breach and such party and its successors, assigns and affiliates Affiliates shall not be entitled to be indemnified pursuant to Section 11Article XI, to sue xxx sxx for damages or to assert any other right or remedy for any losses arising from any matters relating to such condition or breach, notwithstanding anything to the contrary contained herein or in any certificate delivered pursuant hereto.

Waiver of Closing Conditions. The parties Purchaser and Seller acknowledge and agree that if Buyer Purchaser or Seller has Knowledge knowledge of a failure of any 30 condition set forth in Section 7 5.2 or 85.3, respectively, or of any Breach breach by the other party of any representation, warranty or covenant contained in this Agreement, and such party proceeds with the Closing, such party shall be deemed to have waived such condition or Breach breach and such party and its successors, assigns and affiliates Affiliates shall not be entitled to be indemnified pursuant to Section 11Article VII, to sue xxx damages or to assert any other right or remedy for any losses losses, arising from any matters relating to such condition or breach, notwithstanding anything to the contrary contained herein or in any certificate delivered pursuant hereto.

Waiver of Closing Conditions. The parties acknowledge and agree that if Buyer Purchaser or Seller has Knowledge knowledge of a failure of any condition set forth in Section 7 6.1 or 86.2, respectively, or of any Breach breach by the other party of any representation, warranty or covenant contained in this AgreementAgreement or the Ancillary Agreements, as the case may be, and such party proceeds with the Closing, such party shall be deemed to have waived such condition or Breach breach and such party and its successors, assigns and affiliates Affiliates shall not be entitled to be indemnified pursuant to Section 11, Article VII to sue xxx sxx for damages or to assert any other right or remedy for any losses arising from any matters relating to such condition or breach, notwithstanding anything to the contrary contained herein or in any certificate delivered pursuant hereto.

Waiver of Closing Conditions. The parties Purchaser and Seller acknowledge and agree that if Buyer Purchaser or Seller has Knowledge knowledge of a failure of any condition set forth in Section 7 5.03 or 85.04, respectively, or of any Breach breach by the other party Party of any representation, warranty or covenant contained in this Agreement, and such party Party proceeds with the Closing, such party Party shall be deemed to have waived such condition or Breach breach and such party Party and its successors, assigns and affiliates Affiliates shall not be entitled to be indemnified pursuant to Section 11Article VII, to sue xxx for damages or to assert any other right or remedy for any losses arising losses, xrising from any matters relating to such condition or breach, notwithstanding anything to the contrary contained herein or in any certificate delivered pursuant hereto.

Waiver of Closing Conditions. The parties acknowledge and agree that if Buyer or Sub, on the one hand, or Seller has Knowledge and the Company, on the other hand, have actual knowledge of a failure of any condition set forth in Section 7 3.01 or 83.02, respectively, or of any Breach by the other party of any representation, warranty or covenant contained in this Agreement, and such party proceeds with the Closing, such party shall be deemed to have waived such condition or Breach and such party and its successors, assigns and affiliates Affiliates shall not be entitled to be indemnified pursuant to Section 11Article XI, to sue xxx sxx for damages or to assert any other right or remedy for any losses arising from any matters relating to breach of such condition (or the breach of the provisions underlying such condition to the extent such party has knowledge of such breach), notwithstanding anything to the contrary contained herein or in any certificate delivered pursuant hereto.

Waiver of Closing Conditions. The parties Purchaser and Seller acknowledge and agree that if Buyer Purchaser or Seller has Knowledge knowledge of a failure of any condition set forth in Section 7 5.2 or 85.3, respectively, or of any Breach breach by the other party of any representation, warranty or covenant contained in this Agreement, and such party proceeds with the Closing, such party shall be deemed to have waived such condition or Breach breach and such party and its successors, assigns and affiliates Affiliates shall not be entitled to be indemnified pursuant to Section 11Article VII, to sue xxx damages or to assert any other right or remedy for any losses losses, arising from any matters relating to such condition or breach, notwithstanding anything to the contrary contained herein or in any certificate delivered pursuant hereto.