Common use of Breach of Covenants Clause in Contracts

Breach of Covenants. By either CZFS or HVBC (provided that the terminating party is not then in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of the other party, which breach shall not have been cured within thirty (30) days following receipt by the breaching party of written notice of such breach from the other party hereto, or which breach, by its nature, cannot be cured prior to the Closing, provided, however, that neither party shall have the right to terminate this Agreement pursuant to this Section 7.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party receiving the benefit of such covenant or agreement not to consummate the Merger under Section 6.02(b) (in the case of a breach of a covenant or agreement by HVBC or HVB) or Section 6.03(b) (in the case of a breach of a representation or warranty by CZFS).

Breach of Covenants. By the Board of Directors of either CZFS Parent or HVBC the Company (provided that the terminating party Party is not then in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of by the other partyParty, which breach shall not have been cured within thirty (30) 30 days following receipt by the breaching party Party of written notice of such breach from the other party Party hereto, or which breach, by its nature, cannot be cured prior to the Closing, ; provided, however, that neither party Party shall have the right to terminate this Agreement pursuant to this Section 7.01(e8.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party Party receiving the benefit of such covenant or agreement not to consummate the Merger under Section 6.02(b7.02(b) (in the case of a breach of a covenant or agreement by HVBC or HVB) Parent or Section 6.03(b7.03(b) (in the case of a breach of a representation covenant or warranty agreement by CZFS)the Company.

Breach of Covenants. By either CZFS WFD or HVBC CBNK (provided that the terminating party is not then in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of the other party, which breach shall not have been cured within thirty (30) days following receipt by the breaching party of written notice of such breach from the other party hereto, or which breach, by its nature, cannot be cured prior to the Closing, provided, however, that neither party shall have the right to terminate this Agreement pursuant to this Section 7.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party receiving the benefit of such covenant or agreement not to consummate the Merger under Section 6.02(b) (in the case of a breach of a covenant or agreement by HVBC or HVBCBNK) or Section 6.03(b) (in the case of a breach of a representation or warranty by CZFSWFD).

Breach of Covenants. By either CZFS NBT or HVBC Salisbury (provided that the terminating party is not then in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of the other party, which breach shall not have been cured within thirty (30) days following receipt by the breaching party of written notice of such breach from the other party hereto, or which breach, by its nature, cannot be cured prior to the Closing, provided, however, that neither party shall have the right to terminate this Agreement pursuant to this Section 7.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party receiving the benefit of such covenant or agreement not to consummate the Merger under Section 6.02(b) (in the case of a breach of a covenant or agreement by HVBC Salisbury or HVBSalisbury Bank) or Section 6.03(b) (in the case of a breach of a representation or warranty by CZFSNBT).

Breach of Covenants. By either CZFS BHB or HVBC LSBG (provided that the terminating party is not then in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of the other party, which breach shall not have been cured within thirty (30) days following receipt by the breaching party of written notice of such breach from the other party hereto, or which breach, by its nature, cannot be cured prior to the Closing, provided, however, that neither party shall have the right to terminate this Agreement pursuant to this Section 7.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party receiving the benefit of such covenant or agreement not to consummate the Merger under Section 6.02(b) (in the case of a breach of a covenant or agreement by HVBC or HVBLSBG) or Section 6.03(b) (in the case of a breach of a representation or warranty by CZFSBHB).

Breach of Covenants. By either CZFS BWFG or HVBC QBT (provided that the terminating party is not then in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of the other party, which breach shall not have been cured within thirty (30) days following receipt by the breaching party of written notice of such breach from the other party hereto, or which breach, by its nature, cannot be cured prior to the Closing, provided, however, that neither party shall have the right to terminate this Agreement pursuant to this Section 7.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party receiving the benefit of such covenant or agreement not to consummate the Merger under Section 6.02(b) (in the case of a breach of a covenant or agreement by HVBC or HVBQBT) or Section 6.03(b) (in the case of a breach of a representation or warranty by CZFSBWFG).

Breach of Covenants. By either CZFS Cambridge or HVBC Wellesley (provided that the terminating party is not then in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of the other party, which breach shall not have been cured within thirty (30) days following receipt by the breaching party of written notice of such breach from the other party hereto, or which breach, by its nature, cannot be cured prior to the Closing, provided, however, that neither party shall have the right to terminate this Agreement pursuant to this Section 7.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party receiving the benefit of such covenant or agreement not to consummate the Merger under Section 6.02(b) (in the case of a breach of a covenant or agreement by HVBC Wellesley or HVBWellesley Bank) or Section 6.03(b) (in the case of a breach of a representation or warranty by CZFSCambridge).

Breach of Covenants. By either CZFS Buyer or HVBC Seller (provided that the terminating party is not then in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of the other party, which breach shall not have been cured within thirty (30) days following receipt by the breaching party of written notice of such breach from the other party hereto, or which breach, by its nature, cannot be cured prior to the ClosingEffective Date, provided, however, that neither party shall have the right to terminate this Agreement pursuant to this Section 7.01(e8.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party receiving the benefit of such covenant or agreement not to consummate the Merger under Section 6.02(b7.02(b) (in the case of a breach of a covenant or agreement by HVBC or HVBSeller) or Section 6.03(b7.03(b) (in the case of a breach of a representation or warranty by CZFSBuyer).

Breach of Covenants. By either CZFS Merchants or HVBC NUVO (provided that the terminating party is not then in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of the other party, which breach shall not have been cured within thirty (30) days following receipt by the breaching party of written notice of such breach from the other party hereto, or which breach, by its nature, cannot be cured prior to the Closing, ; provided, however, that neither party shall have the right to terminate this Agreement pursuant to this Section 7.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party receiving the benefit of such covenant or agreement not to consummate the Merger under Section 6.02(b) (in the case of a breach of a covenant or agreement by HVBC or HVBNUVO) or Section 6.03(b) (in the case of a breach of a representation or warranty by CZFSMerchants).

Breach of Covenants. By either CZFS Parent or HVBC the Company (provided that the terminating party is not then willfully in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of the other party, which breach shall not have been cured within thirty (30) days following receipt by the breaching party of written notice of such breach from the other party hereto, or which breach, by its nature, cannot be cured prior to the Closing, provided, however, that neither party shall have the right to terminate this Agreement pursuant to this Section 7.01(e8.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party receiving the benefit of such covenant or agreement not to consummate the Merger under Section 6.02(b7.02(b) (in the case of a breach of a covenant or agreement by HVBC or HVB) Parent or Section 6.03(b7.03(b) (in the case of a breach of a representation or warranty by CZFS)the Company.

Breach of Covenants. By either CZFS Buyer or HVBC the Company (provided that the terminating party is not then in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of the other party, which breach shall not have been cured within thirty (30) days following receipt by the breaching party of written notice of such breach from the other party hereto, or which breach, by its nature, cannot be cured prior to the Closing, provided, however, that neither party shall have the right to terminate this Agreement pursuant to this Section 7.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party receiving the benefit of such covenant or agreement not to consummate the Merger under Section 6.02(b) (in the case of a breach of a covenant or agreement by HVBC or HVBthe Company) or Section 6.03(b) (in the case of a breach of a representation or warranty by CZFSBuyer).

Breach of Covenants. By either CZFS Parent or HVBC the Company (provided that the terminating party is not then in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of the other party, which breach shall not have been cured within thirty (30) days following receipt by the breaching party of written notice of such breach from the other party hereto, or which breach, by its nature, cannot be cured prior to the Closing, provided, however, that neither party shall have the right to terminate this Agreement pursuant to this Section 7.01(e8.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party receiving the benefit of 44 such covenant or agreement not to consummate the Merger Consolidation under Section 6.02(b7.02(b) (in the case of a breach of a covenant or agreement by HVBC or HVBParent) or Section 6.03(b7.03(b) (in the case of a breach of a representation or warranty by CZFSthe Company).

Breach of Covenants. By either CZFS NHTB or HVBC FBFC (provided that the terminating party is not then in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of the other party, which breach shall not have been cured within thirty (30) days following receipt by the breaching party of written notice of such breach from the other party hereto, or which breach, by its nature, cannot be cured prior to the Closing, provided, however, that neither party shall have the right to terminate this Agreement pursuant to this Section 7.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party receiving the benefit of such covenant or agreement not to consummate the Merger under Section 6.02(b) (in the case of a breach of a covenant or agreement by HVBC or HVBNHTB) or Section 6.03(b) (in the case of a breach of a representation or warranty by CZFSFBFC).

Breach of Covenants. By the Board of Directors of either CZFS Parent or HVBC ------------------- the Company (provided that the terminating party Party is not then in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of by the other partyParty, which breach shall not have been cured within thirty (30) 30 days following receipt by the breaching party Party of written notice of such breach from the other party Party hereto, or which breach, by its nature, cannot be cured prior to the Closing, ; provided, however, that neither party Party shall have the right to terminate this Agreement pursuant to this Section 7.01(e8.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party Party receiving the benefit of such covenant or agreement not to consummate the Merger under Section 6.02(b7.02(b) (in the case of a breach of a covenant or agreement by HVBC or HVB) Parent or Section 6.03(b7.03(b) (in the case of a breach of a representation covenant or warranty agreement by CZFS)the Company.

Breach of Covenants. By either CZFS NHTB or HVBC TNB (provided that the terminating party is not then in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of the other party, which breach shall not have been cured within thirty (30) days following receipt by the breaching party of written notice of such breach from the other party hereto, or which breach, by its nature, cannot be cured prior to the Closing, provided, however, that neither party shall have the right to terminate this Agreement pursuant to this Section 7.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party receiving the benefit of such covenant or agreement not to consummate the Merger under Section 6.02(b) (in the case of a breach of a covenant or agreement by HVBC or HVBTNB) or Section 6.03(b) (in the case of a breach of a representation or warranty by CZFSNHTB).

Breach of Covenants. By either CZFS Cambridge or HVBC Northmark (provided that the terminating party is not then in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of the other party, which breach shall not have been cured within thirty (30) days following receipt by the breaching party of written notice of such breach from the other party hereto, or which breach, by its nature, cannot be cured prior to the Closing, provided, however, that neither party shall have the right to terminate this Agreement pursuant to this Section 7.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party receiving the benefit of such covenant or agreement not to consummate the Merger under Section 6.02(b) (in the case of a breach of a covenant or agreement by HVBC or HVBNorthmark) or Section 6.03(b) (in the case of a breach of a representation or warranty by CZFSCambridge).

Breach of Covenants. By either CZFS SBBX or HVBC EBNJ (provided that the terminating party is not then in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of the other party, which breach shall not have been cured within thirty (30) days following receipt by the breaching party of written notice of such breach from the other party hereto, or which breach, by its nature, cannot be cured prior to the Closing, provided, however, that neither party shall have the right to terminate this Agreement pursuant to this Section 7.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party receiving the benefit of such covenant or agreement not to consummate the Merger under Section 6.02(b) (in the case of a breach of a covenant or agreement by HVBC or HVBEBNJ) or Section 6.03(b) (in the case of a breach of a representation or warranty by CZFSSBBX).

Breach of Covenants. By either CZFS SBBX or HVBC CBBC (provided that the terminating party is not then in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of the other party, which breach shall not have been cured within thirty (30) days following receipt by the breaching party of written notice of such breach from the other party hereto, or which breach, by its nature, cannot be cured prior to the Closing, provided, however, that neither party shall have the right to terminate this Agreement pursuant to this Section 7.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party receiving the benefit of such covenant or agreement not to consummate the Merger under Section 6.02(b) (in the case of a breach of a covenant or agreement by HVBC or HVBCBBC) or Section 6.03(b) (in the case of a breach of a representation or warranty by CZFSSBBX).

Breach of Covenants. By either CZFS Buyer or HVBC Bank (provided that the terminating party is not then in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of the other party, which breach shall not have been cured within thirty (30) days following receipt by the breaching party of written notice of such breach from the other party hereto, or which breach, by its nature, cannot be cured prior to the Closing, provided, however, that neither party shall have the right to terminate this Agreement pursuant to this Section 7.01(e8.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party receiving the benefit of such covenant or agreement not to consummate the Merger under Section 6.02(b7.02(b) (in the case of a breach of a covenant or agreement by HVBC or HVBBank) or Section 6.03(b7.03(b) (in the case of a breach of a representation or warranty by CZFSBuyer).

Breach of Covenants. By the Board of Directors of either CZFS Parent or HVBC the Company (provided that the terminating party Party is not then willfully in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of the other partyParty, which breach shall not have been cured within thirty (30) 30 days following receipt by the breaching party Party of written notice of such breach from the other party Party hereto, or which breach, by its nature, cannot be cured prior to the Closing, provided, however, that neither party Party shall have the right to terminate this Agreement pursuant to this Section 7.01(e8.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party Party receiving the benefit of such covenant or agreement not to consummate the Merger under Section 6.02(b7.02(b) (in the case of a breach of a covenant or agreement by HVBC or HVB) Parent or Section 6.03(b7.03(b) (in the case of a breach of a representation covenant or warranty agreement by CZFS)the Company.

Breach of Covenants. By either CZFS Parent or HVBC the Company (provided that the terminating party is not then in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of the other party, which breach shall not have been cured within thirty (30) days following receipt by the breaching party of written notice of such breach from the other party hereto, or which breach, by its nature, cannot be cured prior to the Closing, provided, however, that neither party shall have the right to terminate this Agreement pursuant to this Section 7.01(e8.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party receiving the benefit of such covenant or agreement not to consummate the Merger under Section 6.02(b7.02(b) (in the case of a breach of a covenant or agreement by HVBC or HVBParent) or Section 6.03(b7.03(b) (in the case of a breach of a representation or warranty by CZFSthe Company).

Breach of Covenants. By either CZFS Cambridge or HVBC Optima (provided that the terminating party is not then in material breach of any representation, warranty, covenant or other agreement contained herein) if there shall have been a material breach of any of the covenants or agreements set forth in this Agreement on the part of the other party, which breach shall not have been cured within thirty (30) days following receipt by the breaching party of written notice of such breach from the other party hereto, or which breach, by its nature, cannot be cured prior to the Closing, provided, however, that neither party shall have the right to terminate this Agreement pursuant to this Section 7.01(e) unless the breach of covenant or agreement, together with all other such breaches, would entitle the party receiving the benefit of such covenant or agreement not to consummate the Merger under Section 6.02(b) (in the case of a breach of a covenant or agreement by HVBC or HVBOptima) or Section 6.03(b) (in the case of a breach of a representation or warranty by CZFSCambridge).