Common use of Amendment, Extension and Waiver Clause in Contracts

Amendment, Extension and Waiver. At any time prior to the consummation of the purchase and sale of the Shares, the parties hereto may: (a) amend this Agreement, (b) extend the time for the performance of any of the obligations or other acts of the other parties hereto, (c) waive any inaccuracies in the representations and warranties herein or in any document delivered pursuant hereto, or (d) waive compliance with any of the agreements or conditions herein except where waiver of such condition would result in a violation of law. This Agreement may not be amended except by an instrument in writing signed on behalf of each of the parties hereto. Any agreement on the part of a party hereto to any extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party, but such waiver or failure to insist on strict compliance with such obligation, covenant, agreement or condition shall not operate as a waiver of, or estoppel with respect to, any subsequent or other failure.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Banctrust Financial Group Inc), Stock Purchase Agreement (Vision Bancshares Inc)

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Amendment, Extension and Waiver. At any time prior to during the consummation term of the purchase and sale of the Sharesthis Agreement, the parties hereto may: (a) amend this Agreement, (b) extend the time for the performance of any of the obligations or other acts of the other parties hereto, (c) waive any inaccuracies in the representations and warranties herein or in any document delivered pursuant hereto, or (d) waive compliance with any of the agreements or conditions herein except where waiver of such condition would result in a violation of law. This Agreement may not be amended except by an instrument in writing signed on behalf of each of the parties hereto. Any agreement on the part of a party hereto to any extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party, but such waiver or failure to insist on strict compliance with such obligation, covenant, agreement or condition shall not operate as a waiver of, or estoppel with respect to, any subsequent or other failure.

Appears in 2 contracts

Samples: Master Agreement (Tower Group, Inc.), Master Agreement (CastlePoint Holdings, Ltd.)

Amendment, Extension and Waiver. At any time prior Subject to the consummation of the purchase and sale of the Sharesapplicable law, the parties hereto may: may (ai) amend this Agreement, (bii) extend the time for the performance of any of the obligations or other acts of the any other parties party hereto, (ciii) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto, or (div) waive compliance with any of the agreements or conditions herein except where waiver of such condition would result contained in a violation of lawArticles V and VI hereof. This Agreement may not be amended except by an instrument in writing signed on behalf of each of the parties hereto. Any agreement on the part of a party hereto to any extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party, but such waiver or failure to insist on strict compliance with such obligation, covenant, agreement or condition shall not operate as a waiver of, or estoppel with respect to, any subsequent or other failure.

Appears in 1 contract

Samples: Section 363 Asset Sale Agreement (Lomas Financial Corp)

Amendment, Extension and Waiver. At any time prior Subject to the consummation of the purchase and sale of the Sharesapplicable law, the parties hereto may: may (ai) amend this Agreement, (bii) extend the time for the performance of any of the obligations or other acts of the any other parties party hereto, (ciii) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto, or (div) waive compliance with any of the agreements or conditions herein except where waiver of such condition would result contained in a violation of lawArticles V and VI hereof. This Agreement may not be amended except by an instrument in writing signed on behalf of each of the parties hereto. Any agreement on the part of a party hereto to any extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party, but such 129 130 waiver or failure to insist on strict compliance with such obligation, covenant, agreement or condition shall not operate as a waiver of, or estoppel with respect to, any subsequent or other failure.

Appears in 1 contract

Samples: Asset Purchase Agreement (Lomas Financial Corp)

Amendment, Extension and Waiver. At Subject to applicable law, at any time prior to the consummation of the purchase and sale of the SharesMerger, the parties hereto may: may (a) amend this Agreement, (b) extend the time for the performance of any of the obligations or other acts of the any other parties party hereto, (c) waive any inaccuracies in the representations and warranties of any other party contained herein or in any document delivered pursuant hereto, or (d) waive compliance with any of the agreements or conditions herein except where waiver of such condition would result in a violation of lawcontained herein. This Agreement may not be amended except by an instrument in writing signed on behalf of each of the parties hereto. Any agreement on the part of a party hereto to any extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party, but such waiver or failure to insist on strict compliance with such obligation, covenant, agreement or condition shall not operate as a waiver of, or estoppel with respect to, any subsequent or other failure.

Appears in 1 contract

Samples: Merger Agreement (Southwest Gas Corp)

Amendment, Extension and Waiver. At any time prior to the consummation of the purchase and sale transactions contemplated by this Agreement or the termination of this Agreement in accordance with the Sharesprovisions of Section 11 hereof, the parties hereto may: Buyer and the Seller may (a) amend this Agreement, (b) extend the time for the performance of any of the obligations or other acts of the other parties any party hereto, (c) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto, hereto or (d) waive compliance compliance, to the extent legally permissible, with any of the agreements or conditions herein except where waiver of such condition would result in a violation of lawcontained herein. This Agreement may not be amended except by an instrument in writing signed on behalf of each of the parties hereto. Any agreement on the part of a party hereto to any extension or waiver shall be valid only if to the extent set forth in an instrument in writing signed on behalf of such party, but such waiver or failure to insist on strict compliance with such obligation, covenant, agreement or condition shall not operate as a waiver of, or estoppel with respect to, any subsequent or other failure.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Investors Financial Services Corp)

Amendment, Extension and Waiver. At Subject to applicable law, at any time prior to the consummation of the purchase and sale of the SharesEffective Date, the parties hereto may: (ai) amend this Agreement, (bii) extend the time for the performance of any of the obligations or other acts of the other parties either party hereto, (ciii) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto, or (div) waive compliance with any of the agreements or conditions herein except where waiver of such condition would result in a violation of lawcontained herein. This Agreement may not be amended except by an instrument in writing signed signed, by duly authorized officers, on behalf of each of the parties hereto. Any agreement on the part of a party hereto to any extension or waiver shall be valid only if set forth in an instrument in writing signed by a duly authorized officer on behalf of such party, but such waiver or failure to insist on strict compliance with such obligation, covenant, agreement or condition shall not operate as a waiver of, or estoppel with respect to, any subsequent or other failure.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sovereign Bancorp Inc)

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Amendment, Extension and Waiver. At Subject to applicable law, at any time prior to the consummation of the purchase transactions contemplated by this Agreement, Seller and sale of the Shares, the parties hereto may: Buyer may (a) amend this Agreement, (b) extend the time for the performance of any of the obligations or other acts of the any other parties party hereto, (c) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto, or (d) waive compliance with any of the agreements or conditions herein except where waiver of such condition would result contained in a violation of lawthis Agreement. This Agreement may not be amended except by an instrument in writing signed on behalf of each of the parties hereto. Any agreement on the part of a party hereto to any extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party, but such waiver or failure to insist on strict compliance with such obligation, covenant, agreement or condition shall not operate as a waiver of, or estoppel with respect to, any subsequent or other failure.

Appears in 1 contract

Samples: Asset Purchase Agreement (Imc Mortgage Co)

Amendment, Extension and Waiver. At Subject to applicable law and as may be authorized by their respective Boards of Directors, at any time prior to the consummation of the purchase transactions contemplated by this Agreement or termination of this Agreement in accordance with the provisions of Section 8.01 hereof, Buyer, Seller and sale of the SharesCompany may, the parties hereto may: (a) amend this Agreement, (b) extend the time for the performance of any of the obligations or other acts of the any other parties party hereto, (c) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto, or (d) waive compliance with any of the agreements or conditions herein except where waiver of such condition would result contained in a violation of lawArticles V and VI (other than Section 6.01) hereof. This Agreement may not be amended or otherwise modified except by an instrument in writing signed on behalf of each of the parties hereto. Any agreement on the part of a party hereto to any extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party, but such waiver or failure to insist on strict compliance with such obligation, covenant, agreement or condition shall not operate as a waiver of, or estoppel with respect to, any subsequent or other failure.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Bank of Boston Corp)

Amendment, Extension and Waiver. At Subject to applicable law, at any time prior to the consummation Effective Time (whether before or after approval thereof by the sole shareholder of the purchase FSB and sale of the SharesIBT), the parties hereto may: by action of their respective Boards of Directors, may (a) amend this Agreement, (b) extend the time for the performance of any of the obligations or other acts of the any other parties party hereto, (c) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto, or (d) waive compliance with any of the agreements or conditions herein except where waiver of such condition would result in a violation of lawcontained herein. This Agreement may not be amended except by an instrument in writing signed on behalf of each of the parties hereto. Any agreement on the part of a party hereto to any extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party, but such waiver or failure to insist on strict compliance with such obligation, covenant, agreement or condition shall not operate as a waiver of, or estoppel with respect to, any subsequent or other failure. Any termination of this Agreement pursuant to Article IX may only be effected upon a vote of a majority of the entire Board of Directors of the terminating party.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ibt Bancorp Inc /Mi/)

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