Waiver of Compliance. Except as otherwise provided in this Agreement and the Ancillary Agreements, the failure by any Person to comply with any obligation, covenant, agreement or condition under such agreements may be waived by the Person entitled to the benefit thereof only by a written instrument signed by the Person granting such waiver, but such waiver or failure to insist upon strict compliance with such obligation, covenant, agreement or condition will not operate as a waiver of, or estoppel with respect to, any subsequent or other failure. The failure of any Person to enforce at any time any of the provisions of such agreements will in no way be construed to be a waiver of any such provision, nor in any way to affect the validity of such agreements or any part thereof or the right of any Person thereafter to enforce each and every such provision. No waiver of any breach of such provisions will be held to be a waiver of any other or subsequent breach.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Nacco Industries Inc), Contribution Agreement (Modine Manufacturing Co), Agreement and Plan of Merger (Applica Inc)
Waiver of Compliance. Except as otherwise provided in this Agreement and the Ancillary AgreementsAgreement, the failure by any Person to comply with any obligation, covenant, agreement or condition under such agreements may be waived by the Person entitled to the benefit thereof only by a written instrument signed by the Person granting such waiver, but such waiver or failure to insist upon strict compliance with such obligation, covenant, agreement or condition will not operate as a waiver of, or estoppel with respect to, any subsequent or other failure. The failure of any Person to enforce at any time any of the provisions of such agreements this Agreement will in no way be construed to be a waiver of any such provision, nor in any way to affect the validity of such agreements this Agreement or any part thereof of this Agreement or the right of any Person thereafter to enforce each and every such provision. No waiver of any breach of such any provisions of this Agreement will be held to be a waiver of any other or subsequent breach.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Salton Inc), Debt Repurchase Agreement (Salton Inc), Stock Purchase Agreement (Salton Inc)
Waiver of Compliance. Except as otherwise provided in this Agreement and the Ancillary AgreementsAgreement, the failure by any Person to comply with any obligation, covenant, agreement or condition under such agreements may be waived by the Person entitled to the benefit thereof only by a written instrument signed by the Person granting such waiver, but such waiver or failure to insist upon strict compliance with such obligation, covenant, agreement or condition will not operate as a waiver of, or estoppel with respect to, any subsequent or other failure. The failure of any Person to enforce at any time any of the provisions of such agreements will in no way be construed to be a waiver of any such provision, nor in any way to affect the validity of such agreements or any part thereof or the right of any Person thereafter to enforce each and every such provision. No waiver of any breach of such provisions will be held to be a waiver of any other or subsequent breach.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Applica Inc), Spin Off Agreement (Nacco Industries Inc), Spin Off and Asset Transfer Agreement (Trunity Holdings, Inc.)
Waiver of Compliance. Except as otherwise provided in this Agreement and the Ancillary AgreementsAgreement, the failure by any Person to comply with any obligation, covenant, agreement or condition under such agreements this Agreement may be waived by the Person entitled to the benefit thereof only by a written instrument signed by the Person granting such waiver, but such waiver or failure to insist upon strict compliance with such obligation, covenant, agreement or condition will not operate as a waiver of, or estoppel with respect to, any subsequent or other failure. The failure of any Person to enforce at any time any of the provisions of such agreements this Agreement will in no way be construed to be a waiver of any such provision, nor in any way to affect the validity of such agreements this Agreement or any part thereof or the right of any Person thereafter to enforce each and every such provision. No waiver of any breach of such provisions will be held to be a waiver of any other or subsequent breach.
Appears in 4 contracts
Samples: Separation Agreement (Hyster-Yale Materials Handling, Inc.), Stockholders’ Agreement (Hyster Yale Materials Handling Inc.), Separation Agreement (Nacco Industries Inc)
Waiver of Compliance. Except as otherwise provided in this Agreement and or any of the Ancillary Agreements, the failure by any Person to comply with any obligation, covenant, agreement or condition under such agreements may be waived by the Person entitled to the benefit thereof only by a written instrument signed by the Person granting such waiver, but such waiver or failure to insist upon strict compliance with such obligation, covenant, agreement or condition will not operate as a waiver of, or estoppel with respect to, any subsequent or other failure. The failure of any Person to enforce at any time any of the provisions of such agreements will in no way be construed to be a waiver of any such provision, nor in any way to affect the validity of such agreements or any part thereof or the right of any Person thereafter to enforce each and every such provision. No waiver of any breach of such provisions will be held to be a waiver of any other or subsequent breach.
Appears in 2 contracts
Samples: Oem Acquisition Agreement (Modine Manufacturing Co), Oem Acquisition Agreement (Transpro Inc)
Waiver of Compliance. Except as otherwise provided in this Agreement and the Ancillary AgreementsTransaction Documents, the failure by any Person to comply with any obligation, covenant, agreement or condition under such agreements may be waived by the Person entitled to the benefit thereof only by a written instrument signed by the Person granting such waiver, but such waiver or failure to insist upon strict compliance with such obligation, covenant, agreement or condition will not operate as a waiver of, or estoppel with respect to, any subsequent or other failure. The failure of any Person to enforce at any time any of the provisions of such agreements will in no way be construed to be a waiver of any such provision, nor in any way to affect the validity of such agreements or any part thereof or the right of any Person person thereafter to enforce each and every such provision. No waiver of any breach of such provisions will be held to be a waiver of any other or subsequent breach.
Appears in 2 contracts
Samples: Asset Sale and Purchase (Prestige Brands Holdings, Inc.), Asset Sale and Purchase (Zila Inc)
Waiver of Compliance. Except as otherwise provided in this Agreement and the Ancillary AgreementsAgreement, the failure by any Person to comply with any obligation, covenant, agreement covenant or condition under such agreements this Agreement may be waived by the Person entitled to the benefit thereof only by a written instrument signed by the Person granting such waiver, but such waiver or failure to insist upon strict compliance with such obligation, covenant, agreement or condition will not operate as a waiver of, or estoppel with respect to, any subsequent or other failure. The failure of any Person to enforce at any time any of the provisions of such agreements this Agreement will in no way be construed to be a waiver of any such provision, nor in any way to affect the validity of such agreements this Agreement or any part thereof hereof or the right of any Person thereafter to enforce each and every such provision. No waiver of any breach of such provisions will be held to be a waiver of any other or subsequent breach.
Appears in 1 contract
Samples: Transaction Agreement (Omi Corp/M I)
Waiver of Compliance. Except as otherwise provided in this Agreement and the Ancillary AgreementsAgreement, the failure by any Person to comply with any obligation, covenant, agreement or condition under such agreements this Agreement may be waived by the Person entitled to the benefit thereof only by a written instrument signed by the Person granting such waiver, but such waiver or failure to insist upon strict compliance with such obligation, covenant, agreement or condition will not operate as a waiver of, : or estoppel with respect to, any subsequent or other failure. The failure of any Person to enforce at any time any of the provisions of such agreements this Agreement will in no way be construed to be a waiver of any such provision, nor in any way to affect the validity of such agreements this Agreement or any part thereof or the right of any Person thereafter to enforce each and every such provision. No waiver of any breach of such provisions will be held to be a waiver of any other or subsequent breach.
Appears in 1 contract
Samples: Form of Separation Agreement (Hamilton Beach Brands Holding Co)
Waiver of Compliance. Except as otherwise provided in this Agreement and the Ancillary AgreementsTransaction Documents, the failure by any Person to comply with any obligation, covenant, agreement or condition under such agreements may be waived by the Person entitled to the benefit thereof only by a written instrument signed by the Person granting such waiver, but such waiver or failure to insist upon strict compliance with such obligation, covenant, agreement or condition will not operate as a waiver of, or estoppel with respect to, any subsequent or other failure. The failure of any Person to enforce at any time any of the provisions of such agreements will in no way be construed to be a waiver of any such provision, nor in any way to affect the validity of such agreements or any part thereof or the right of any Person thereafter to enforce each and every such provision. No waiver of any breach of such provisions will be held to be a waiver of any other or subsequent breach.
Appears in 1 contract
Waiver of Compliance. Except as otherwise provided in this Agreement and the Ancillary AgreementsTransaction Documents, the failure by any Person to comply with any obligation, covenant, agreement or condition under such agreements may be waived by the Person entitled to the benefit thereof only by a written instrument signed by the Person granting such waiver, but such waiver or failure to insist upon strict compliance with such obligation, covenant, agreement or condition will not operate as a waiver of, or estoppel with respect to, any subsequent or other failure. The failure of any Person to enforce at any time any of the provisions of such agreements will in no way be construed to be a waiver of any such provision, nor in any way to affect the validity of such agreements or any part thereof or the right of any Person thereafter to enforce each and every such provision. No waiver of any breach of such provisions will be held to be a waiver of any other or subsequent breach.
Appears in 1 contract
Samples: Asset Sale and Purchase Agreement (Worthington Foods Inc /Oh/)
Waiver of Compliance. Except as otherwise provided in this Agreement and the Ancillary AgreementsTransaction Documents, the failure by any Person to comply with any obligation, covenant, agreement or condition under such agreements may be waived by the Person entitled to the benefit thereof only by a written instrument signed by the Person granting such waiver, but such waiver or failure to insist upon strict compliance with such obligation, covenant, agreement or condition will not operate as a waiver of, or estoppel with respect to, any subsequent or other failure. The failure of any Person to enforce at any time any of the provisions of such agreements will in no way be construed to be a waiver of any such provision, nor in any way to affect the validity of such agreements or any part thereof or the right of any a Person thereafter to enforce each and every such provision. No waiver of any breach of such provisions will be held to be a waiver of any other or subsequent breach.
Appears in 1 contract
Samples: Asset Sale and Purchase Agreement (Interactive Data Corp/Ma/)
Waiver of Compliance. Except as otherwise provided in this Agreement and the Ancillary Agreements, the failure by any Person to comply with any obligation, covenant, agreement or condition under such agreements may be waived by the Person entitled to the benefit thereof only by a written instrument signed by the Person granting such waiver, but such waiver or failure to insist upon strict compliance with such obligation, covenant, agreement or condition will not operate as a waiver of, or estoppel with respect to, any subsequent or other failure. The failure of any Person to enforce at any time any of the provisions of such agreements will in no way be construed to be a waiver of any such provision, nor in any way to affect the validity of such agreements or any part thereof or the right of any Person thereafter to enforce each and every such provision. No waiver of any breach of such provisions will be held to be a waiver of any other or subsequent breach.
Appears in 1 contract
Waiver of Compliance. Except as otherwise provided in this Agreement and the Ancillary AgreementsTransaction Documents, the failure by any Person to comply with any obligation, covenant, agreement or condition under such agreements may be waived by the Person entitled to the benefit thereof only by a written instrument signed by the Person granting such waiver, but such waiver or failure to insist upon strict compliance with such obligation, covenant, agreement or condition will not operate as a waiver of, or estoppel with respect to, any subsequent or other failure. The failure of any Person to enforce at any time any of the provisions of such agreements will in no way be construed to be a waiver of any such provision, nor in any way to affect the validity of such agreements or any part thereof or the right of any Person thereafter to enforce each and every such provision. No waiver of any breach of such provisions will be held to be a waiver of any other or subsequent breach.. 11.03
Appears in 1 contract
Samples: Asset Sale and Purchase Agreement (Outsourcing Services Group Inc)
