Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 30 contracts
Samples: Agreement and Plan of Merger (Virtusa Corp), Merger Agreement (Exar Corp), Agreement and Plan of Merger (WPS Resources Corp)
Extension; Waiver. At any time prior to the Effective TimeClosing Date, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance by the other parties with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 28 contracts
Samples: Stock Sale Agreement, Share Purchase Agreement, Stock Purchase Agreement (Tri-S Security Corp)
Extension; Waiver. At Subject to Section 7.01(c), at any time prior to the Effective TimeTime of the Merger, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement Agreement, or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 16 contracts
Samples: Acquisition Agreement and Plan of Merger (Monster Offers), Share Exchange Agreement and Plan of Merger (EZJR, Inc.), Agreement and Plan of Merger (T.O.D. Taste on Demand Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties a party may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.037.03, waive compliance by the other party with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 16 contracts
Samples: Agreement and Plan of Merger (Exactis Com Inc), Agreement and Plan of Merger (Houghton Mifflin Co), Agreement and Plan of Merger (Lucent Technologies Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties a party may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.037.3, waive compliance by the other party with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 14 contracts
Samples: Agreement and Plan of Merger (Interiors Inc), Agreement and Plan of Merger (CSX Corp), Agreement and Plan of Merger (Sports Authority Inc /De/)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement Agreement, or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 13 contracts
Samples: Agreement and Plan of Merger and Reorganization (Eliem Therapeutics, Inc.), Share Exchange Agreement (Vortex Blockchain Technologies Inc.), Agreement and Plan of Merger (Coley Pharmaceutical Group, Inc.)
Extension; Waiver. At any time prior to the Effective Time, the parties may (ai) extend the time for the performance of any of the obligations or other acts of the other partiesany party, (bii) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or and (ciii) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rightsrights nor shall any single or partial exercise of any such rights preclude any other or further exercise thereof.
Appears in 12 contracts
Samples: Agreement and Plan of Merger (EQT Corp), Agreement and Plan of Merger (Trans Energy Inc), Agreement and Plan of Merger (Chindex International Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement herein or in any document delivered pursuant to this Agreement hereto or (c) subject to the proviso to the first sentence of Section 8.038.04, waive compliance with any of the agreements or conditions contained in this Agreementherein. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 11 contracts
Samples: Agreement and Plan of Merger (Polypore International, Inc.), Agreement and Plan of Merger (Mgi Pharma Inc), Agreement and Plan of Merger (NWH Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance by the other parties with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Blue Moose Media Inc), Agreement and Plan of Merger (Blue Moose Media Inc), Agreement and Plan of Merger (Rub Music Enterprises, Inc.)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.037.3, waive compliance with any of the agreements or conditions of the other parties contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Portec Inc), Agreement and Plan of Merger (Washington National Corp), Agreement and Plan of Merger (Washington National Corp)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained in this Agreement or in any document delivered pursuant to this Agreement Agreement, or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions of the other parties contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an a written instrument in writing signed on behalf of executed and delivered by such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 8 contracts
Samples: Stockholder Agreement (Pec Solutions Inc), Stockholder Agreement (Nortel Networks Inc.), Stockholder Agreement (Pec Solutions Inc)
Extension; Waiver. At any time prior to the Effective TimeClosing Date, the parties either party hereto may (a) extend the time for the performance of any of the obligations or other acts of the other partiesparty, (b) waive any inaccuracies in the representations and warranties of the other party contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance by the other parties with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed by or on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 8 contracts
Samples: Stock Purchase and Sale Agreement (Nptest Holding Corp), Agreement and Plan of Merger (Headwaters Inc), Share Purchase and Sale Agreement (China Netcom Group CORP (Hong Kong) LTD)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.039.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Illinois Tool Works Inc), Agreement and Plan of Merger (I Stat Corporation /De/), Agreement and Plan of Merger (CFC International Inc)
Extension; Waiver. At any time prior to HoldCo, on the Effective Timeone hand, and a Shareholder, on the parties other hand, may (a) extend the time for the performance of any of the obligations or other acts of the other partiesparty, (b) waive any inaccuracies in the representations and warranties of the other party contained in this Agreement or in any document delivered pursuant to under this Agreement or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements covenants or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if specifically set forth in an instrument in writing signed on behalf of by such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights, nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any right, power or privilege under this Agreement.
Appears in 7 contracts
Samples: Rollover Agreement (New Frontier Public Holding Ltd.), Rollover Agreement (New Frontier Health Corp), Rollover Agreement (New Frontier Health Corp)
Extension; Waiver. At any time prior to the Effective TimeClosing Date, the parties Parties may (a) extend the time for the performance of any of the obligations or other acts of the other partiesParties, (b) waive any inaccuracies in the representations and warranties of the other Parties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance by the other Parties with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party Party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty. The failure of any party Party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 7 contracts
Samples: Stock Purchase Agreement, Share Purchase and Contribution Agreement, Stock Purchase Agreement (Cheetah Mobile Inc.)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.038.3, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Litton Industries Inc), Agreement and Plan of Merger (Syratech Corp), Agreement and Plan of Mergers (General Re Corp)
Extension; Waiver. At any time prior to the Effective Time, the parties a party may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance by the other party with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (International Textile Group Inc), Agreement and Plan of Merger and Reorganization (Spansion Inc.), Agreement and Plan of Merger and Reorganization (Saifun Semiconductors Ltd.)
Extension; Waiver. At any time prior to the Effective ----------------- Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.038.1, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Emusic Com Inc), Agreement and Plan of Merger (Universal Music Group Inc), Agreement and Plan of Merger (Berkshire Hathaway Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties Parties may (a) extend the time for the performance of any of the obligations or other acts of the other partiesParties, (b) waive any inaccuracies in the representations and warranties of the other Party contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso requirements of Section 8.03applicable Law, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party Party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty. The failure of any party Party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Kite Realty Group, L.P.), Agreement and Plan of Merger (Retail Properties of America, Inc.), Agreement and Plan of Merger (Chesapeake Lodging Trust)
Extension; Waiver. At any time prior to the Effective TimeTime of the Merger, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.037.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Perseptive Biosystems Inc), Stock Option Agreement (Perkin Elmer Corp), Agreement and Plan of Merger (Amphenol Corp /De/)
Extension; Waiver. At any time prior to the Effective TimeClosing, the parties may Parties may: (a) extend the time for the performance of any of the obligations or other acts of the other parties, any Party; (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or Agreement; and (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreement or in any document delivered pursuant to this Agreement. Any agreement on the part of a party Party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty. The failure of any party Party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights, nor shall any single or partial exercise of any such rights preclude any other or further exercise thereof.
Appears in 6 contracts
Samples: Stock Purchase Agreement (Heritage-Crystal Clean, Inc.), Stock Purchase Agreement (Hawkeye Systems, Inc.), Membership Interest Purchase Agreement (Pacific Ethanol, Inc.)
Extension; Waiver. At any time prior to the Effective TimeClosing Date, Buyer or the parties Company may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained in this Agreement or in any document delivered pursuant to under this Agreement Agreement, or (c) subject to the proviso of Section 8.03unless prohibited by applicable Law, waive compliance with any of the covenants, agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall will be valid only if set forth in an instrument in writing signed on behalf of by such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall will not constitute a waiver of such rights.
Appears in 6 contracts
Samples: Stock Purchase Agreement (Yunhong Green Cti Ltd.), Stock Purchase Agreement (Yunhong Green Cti Ltd.), Stock Purchase Agreement (Yunhong CTI Ltd.)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement herein or in any document delivered pursuant to this Agreement hereto or (c) subject to the proviso of Section 8.037.03, waive compliance with any of the agreements or conditions contained in this Agreementherein. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Johnson & Johnson), Agreement and Plan of Merger (Heartport Inc), Agreement and Plan of Merger (International Business Machines Corp)
Extension; Waiver. At any time prior to the Effective Time, the parties a Party may (a) extend the time for the performance of any of the obligations or other acts of the other partiesParties, (b) waive any inaccuracies in the representations and warranties of the other Parties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance by the other Party with any of the agreements or conditions contained in this Agreement. Any agreement on the part of by a party Party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty. The failure of any party Party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Tti Team Telecom International LTD), Agreement and Plan of Merger (Tti Team Telecom International LTD), Agreement and Plan of Merger (Eci Telecom LTD/)
Extension; Waiver. At any time prior to the Effective TimeTime of the Mergers, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.037.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Global Crossing Holdings LTD), Agreement and Plan of Merger (Cable Systems Holding LLC), Agreement and Plan of Merger (Global Crossing LTD)
Extension; Waiver. At any time prior to the Effective TimeClosing, the parties may may: (a) extend the time for the performance of any of the obligations or other acts of the other parties, any party; (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or Agreement; and (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreement or in any document delivered pursuant to this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights, nor shall any single or partial exercise of any such rights preclude any other or further exercise thereof.
Appears in 5 contracts
Samples: Amended and Restated Agreement and Plan of Merger (TILT Holdings Inc.), Amended and Restated Agreement and Plan of Merger (TILT Holdings Inc.), Agreement and Plan of Merger (Appfolio Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties may may, to the extent legally allowed, (a) extend the time for the performance of any of the obligations or the other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement herein or in any document delivered pursuant to this Agreement hereto or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreementherein. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Digital Imaging Resources Inc.), Agreement and Plan of Merger (Superior Energy Services Inc), Agreement and Plan of Merger (Midcoast Energy Resources Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties a Party may (ai) extend the time for the performance of any of the obligations or other acts of the other partiesParties, (bii) waive any inaccuracies in the representations and warranties of the other Parties contained in this Agreement or in any document delivered pursuant to this Agreement or (ciii) subject to the proviso of Section 8.038.3, waive compliance by the other Party with any of the agreements or conditions contained set forth in this Agreement. Any agreement on the part of a party Party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty. Any waiver or failure to insist upon strict compliance with any obligation, covenant, agreement, provision, term or condition of this Agreement shall not operate as a waiver of, or estoppel with respect to, any subsequent or other failure to comply. The failure or delay of any party to this Agreement Party to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (QRS Corp), Agreement and Plan of Merger (Hytek Microsystems Inc), Agreement and Plan of Merger (Natel Engineering Company, Inc.)
Extension; Waiver. At any time prior to the Effective Time, the parties Parties may (a) extend the time for the performance of any of the obligations or other acts of the other partiesParties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or Agreement, (c) subject to the proviso of Section 8.03, waive compliance with any covenants and agreements contained in this Agreement or (d) waive the satisfaction of any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party Party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty. The failure of any party Party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 5 contracts
Samples: Limited Liability Company Agreement (Taubman Centers Inc), Limited Liability Company Agreement (Taubman Centers Inc), Amended and Restated Agreement and Plan of Merger (Simon Property Group L P /De/)
Extension; Waiver. At any time prior to the Effective TimeClosing, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of another party contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions of another party contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 5 contracts
Samples: Membership Unit Purchase Agreement (Inverness Medical Innovations Inc), Contribution Agreement (Inverness Medical Innovations Inc), Contribution Agreement (Inverness Medical Innovations Inc)
Extension; Waiver. At any time prior to the Effective TimeTime of the Merger, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Stant Corp), Agreement and Plan of Merger (National Vision Associates LTD), Agreement and Plan of Merger (Tomkins PLC)
Extension; Waiver. At any time prior to the Effective Time, the parties each party may (a) extend the time for the performance of any of the obligations or other acts of the other party or parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained in this Agreement herein or in any document document, certificate or writing delivered pursuant to this Agreement hereto or (c) subject to the proviso of Section 8.03, waive compliance by the other parties with any of the agreements or conditions contained in this Agreementherein. Any agreement on the part of a any party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise hereunder shall not constitute a waiver of such rights.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Haskel International Inc), Agreement and Plan of Merger (Special Devices Inc /De), Agreement and Plan of Merger (Hi Holdings Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties a party may (a) extend the time for the performance of any of the obligations or other acts of the other party or parties, (b) waive any breach or inaccuracies in the representations and warranties of the other party or parties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance by the other parties with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (GLAUKOS Corp), Agreement and Plan of Merger (Avedro Inc), Agreement and Plan of Merger (Clear Channel Outdoor Holdings, Inc.)
Extension; Waiver. At any time prior to (but not following) the Effective Time, consummation of the parties Holdings Merger any party hereto may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement herein or in any document delivered pursuant to this Agreement or hereto and (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreementherein. Any agreement on the part of a party to any such extension or waiver shall be valid only as against such party and only if set forth in an instrument in writing signed on behalf of by such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Sunbeam Corp/Fl/), Agreement and Plan of Merger (CLN Holdings Inc), Agreement and Plan of Merger (Coleman Co Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties may Parties may, to the extent legally allowed, (a) extend the time for the performance of any of the obligations or other acts of the other partiesParties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement herein or in any document delivered pursuant to this Agreement or hereto and (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreementherein. Any agreement on the part of a party Party hereto to any such extension or waiver shall be valid only if set forth in an a written instrument in writing signed on behalf of such partyParty. The failure of any party Party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 4 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Terra Industries Inc), Agreement and Plan of Merger (CF Industries Holdings, Inc.)
Extension; Waiver. At any time prior to the Effective TimeClosing Date, the parties may may, to the extent legally allowed, (a) extend the time for the performance of any of the obligations or the other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement herein or in any document delivered pursuant to this Agreement hereto or (c) subject to the proviso of Section 8.03, waive compliance of the other parties with any of the agreements or conditions contained in this Agreementherein. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Patterson Uti Energy Inc), Stock Purchase Agreement (Patterson Uti Energy Inc), Stock Purchase Agreement (Roper Operations Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties a party may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso to the first sentence of Section 8.03, waive compliance by the other party with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Netratings Inc), Agreement and Plan of Merger (Netratings Inc), Agreement and Plan of Merger (Netratings Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.039.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed duly executed and delivered by or on behalf of such party. The failure or delay of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Ruby Merger Corp.), Agreement and Plan of Merger (Ruby Merger Corp.), Agreement and Plan of Merger (Ruby Merger Corp.)
Extension; Waiver. At any time prior to the Effective Time, the parties hereto may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The Any failure of or delay by any party to this Agreement hereto to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Tennant James R), Agreement and Plan of Merger (Home Products International Inc), Agreement and Plan of Merger (Championship Auto Racing Teams Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties a party may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso provision of Section 8.039.02, waive compliance by the other parties with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 4 contracts
Samples: Agreement of Merger and Plan of Reorganization, Agreement of Merger and Plan of Reorganization (NuLife Sciences, Inc.), Agreement of Merger and Plan of Reorganization (NuLife Sciences, Inc.)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.038.1, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Cavalier Homes Inc), Agreement and Plan of Merger (Burlington Northern Santa Fe Corp), Agreement and Plan of Merger (Garan Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement herein or in any document delivered pursuant to this Agreement hereto or (c) subject to the proviso of Section 8.037.3, waive compliance with any of the agreements or conditions contained in this Agreementherein. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (U S Bioscience Inc), Agreement and Plan of Merger (Fairfield Communities Inc), Agreement and Plan of Merger (TMP Worldwide Inc)
Extension; Waiver. At any time prior to Either Parent, on the Effective Timeone hand, or Stockholder, on the parties other hand, may (a) extend the time for the performance of any of the obligations or other acts of the other partiesparty, (b) waive any inaccuracies in the representations and warranties of the other party contained in this Agreement or in any document delivered pursuant to this Agreement Agreement, or (c) subject to the proviso of Section 8.03, waive compliance by the other party with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall will be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall will not constitute a waiver of such rights.
Appears in 4 contracts
Samples: Stockholder’s Agreement (Haas Gene), Stockholder’s Agreement (CTS Corp), Stockholder’s Agreement (Smtek International Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties may hereto may, to the extent legally allowed, (ai) extend the time for the performance of any of the obligations or other acts of the other partiesparties hereto, (bii) waive any inaccuracies in the representations and warranties contained in this Agreement herein or in any document delivered pursuant to this Agreement or hereto and (ciii) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreementherein. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an a written instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Healthequity, Inc.), Agreement and Plan of Merger (Wageworks, Inc.), Agreement and Plan of Merger (Medassets Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties a party may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained in this Agreement or in any document delivered pursuant to this Agreement Agreement, or (c) subject to the proviso of Section 8.038.3, waive compliance by the other parties with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Infousa Inc), Agreement and Plan of Merger (Best Buy Co Inc), Agreement and Plan of Merger (Guideline, Inc.)
Extension; Waiver. At any time prior to the Effective Time, the parties a party may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance by the other party with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Lamela Luis E), Agreement and Plan of Merger (Ramsay Youth Services Inc), Agreement and Plan of Merger (Paul Ramsay Holdings Pty LTD)
Extension; Waiver. At any time prior to the Effective TimeClosing, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of any other party contained in this Agreement or in any document delivered pursuant to this Agreement Agreement, or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions of any other party contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights. Further, no waiver by either party of any term, condition, default, or breach shall constitute or be construed as a waiver of any other term, condition, default, or breach of this Agreement.
Appears in 4 contracts
Samples: Asset Purchase Agreement (Ruths Chris Steak House, Inc.), Asset Purchase Agreement (Ruths Chris Steak House, Inc.), Asset Purchase Agreement (Ruths Chris Steak House, Inc.)
Extension; Waiver. At any time prior to the Effective Time, the parties a party may (a) extend the time for the performance of any of the obligations or other acts of the other partiesparty, (b) waive any inaccuracies in the representations and warranties of the other party contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.039.3, waive compliance by the other party with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Legend Oil & Gas, Ltd.), Agreement and Plan of Merger (American Sierra Gold Corp.), Agreement and Plan of Merger (Whos Your Daddy Inc)
Extension; Waiver. At any time prior to the Effective TimeTime of the Merger, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, ; (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement Agreement; or (c) subject to the proviso provisions of Section 8.037.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Access Pharmaceuticals Inc), Agreement and Plan of Merger (Access Pharmaceuticals Inc), Agreement and Plan of Merger (Somanta Pharmaceuticals Inc.)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.038.3, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Quarterdeck Corp), Agreement and Plan of Merger (Symantec Corp), Agreement and Plan of Merger (Quarterdeck Corp)
Extension; Waiver. At any time prior to the Effective Time, the parties may hereto may, to the extent permitted under applicable Law, (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 4 contracts
Samples: Voting Agreement (Weyerhaeuser Real Estate Co), Voting Agreement (Weyerhaeuser Co), Voting Agreement (TRI Pointe Homes, Inc.)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.038.04, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Morgans Hotel Group Co.), Agreement and Plan of Merger (MSC Software Corp), Agreement and Plan of Merger (Yak Communications Inc)
Extension; Waiver. At any time prior to the Effective TimeClosing Date, the parties may (ai) extend the time for the performance of any of the obligations or other acts of the other partiesparties to this Agreement, (bii) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document document, certificate or writing delivered pursuant to this Agreement or (ciii) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a any party to any such extension or waiver shall be valid only if set forth in an instrument in writing and signed on behalf of such party. The failure of any party Party to this Agreement to assert enforce any of its rights right arising under this Agreement on one or otherwise shall more occasions will not constitute operate as a waiver of such rightsthat or any other right on that or any other occasion.
Appears in 4 contracts
Samples: Asset Purchase Agreement (Alpha Natural Resources, Inc.), Asset Purchase Agreement (Alpha Natural Resources, Inc.), Asset Purchase Agreement (Alpha Natural Resources, Inc.)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of contained in Section 8.037.03 hereof, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Axys Pharmaceuticals Inc), Agreement and Plan of Merger (Axys Pharmaceuticals Inc), Agreement and Plan of Merger (Applera Corp)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement herein or in any document delivered pursuant to this Agreement hereto or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreementherein. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (CF Industries Holdings, Inc.), Agreement and Plan of Merger (Therasense Inc), Agreement and Plan of Merger (Therasense Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties a party may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance by the other party with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyparty (except for deemed waivers provided under Section 6.3(d)). The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 3 contracts
Samples: Iii Agreement and Plan of Merger (Msystems LTD), Agreement and Plan of Merger (Sandisk Corp), Agreement and Plan of Merger Agreement and Plan of Merger (M-Systems Flash Disk Pioneers LTD)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso provision of Section 8.037.3, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing writing, signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Align Rite International Inc), Agreement and Plan of Merger (Photronics Inc), Agreement and Plan of Merger (Macdonald James L)
Extension; Waiver. At any time prior to the Effective TimeTime of the Merger, the parties may may, to the extent legally allowed, (a) extend the time for the performance of any of the obligations or the other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement herein or in any document delivered pursuant to this Agreement hereto or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreementherein. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (El Paso Energy Corp/De), Agreement and Plan of Merger (El Paso Energy Partners Lp), Agreement and Plan of Merger (Crystal Gas Storage Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.037.3, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Healthwatch Inc), Agreement and Plan of Merger (Vaughn Communications Inc), Agreement and Plan of Merger (International Dairy Queen Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties The Parties may (a) extend the time for the performance of any of the obligations or other acts of the other partiesParties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement Agreement, or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this AgreementAgreement to be performed by the other Party. Any agreement on the part of a party Party to any such extension or waiver shall be valid only if set forth in an instrument in writing writing, signed on behalf of such partyextending or waiving Party. The failure of any party Party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 3 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (Alpharma Inc), Stock Purchase Agreement (A L Industrier As)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement herein or in any document delivered pursuant to this Agreement hereto or (c) subject to the proviso provisions of Section 8.037.3, waive compliance with any of the agreements or conditions contained in this Agreementherein. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Answer Think Consulting Group Inc), Agreement and Plan of Merger (Irvine Horace H Ii), Agreement and Plan of Merger (Hadco Corp)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the any other partiesparty, (b) waive any inaccuracies in the representations and warranties of any other party contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.037.4, waive compliance with any of the agreements or conditions of any other party contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 3 contracts
Samples: Voting Agreement (Westbrook Real Estate Partners LLC), Voting Agreement (Alter Robert A), Voting Agreement (Sunstone Hotel Investors Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement herein or in any document delivered pursuant to this Agreement hereto or (c) subject to the proviso to the first sentence of Section 8.038.4, waive compliance with any of the agreements or conditions contained in this Agreementherein. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Sierra Health Services Inc), Agreement and Plan of Merger (Crompton Corp), Agreement and Plan of Merger (Great Lakes Chemical Corp)
Extension; Waiver. At Subject to Section 8.01 (c) at any time prior to the Effective TimeDate of the Merger, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement Agreement, or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 3 contracts
Samples: Acquisition Agreement and Plan of Merger (ID Perfumes, Inc.), Acquisition Agreement and Plan of Merger (Adrenalina), Acquisition Agreement and Plan of Merger (Basic Services, Inc.)
Extension; Waiver. At any time prior to the Effective Time, the ----------------- parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.037.3, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Berkshire Hathaway Inc /De/), Agreement and Plan of Merger (Berkshire Hathaway Inc /De/), Agreement and Plan of Merger (Online System Services Inc)
Extension; Waiver. At any time prior to the Effective TimeAny Party may, the parties may on its own behalf, (a) extend the time for the performance of any of the obligations or other acts of the other partiesParty, (b) waive any inaccuracies in the representations and warranties of the other Party contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance by the other Party with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party Party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed by or on behalf of such partyParty. The failure of any party to this Agreement Party to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 3 contracts
Samples: Consumer Services Operating Agreement (Apollo Strategic Growth Capital), Lifestyle Services Operating Agreement (Apollo Strategic Growth Capital), Global Corporate Payments Operating Agreement (Apollo Strategic Growth Capital)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Doane Pet Care Co), Agreement and Plan of Merger (Verisity LTD), Agreement and Plan of Merger (Vysis Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties may either Party may: (a) extend the time for the performance of any of the obligations or other acts of the other parties, Party; (b) waive any inaccuracies in the representations and warranties of the other Party contained in this Agreement or in any document delivered pursuant to this Agreement Agreement; or (c) subject to the proviso of Section 8.03, waive compliance by the other Party with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party Party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Connecticut Water Service Inc / Ct), Agreement and Plan of Merger (Connecticut Water Service Inc / Ct), Agreement and Plan of Merger (Connecticut Water Service Inc / Ct)
Extension; Waiver. At As pertains to this Agreement, at any time prior the parties may, to the Effective Time, the parties may extent legally allowable: (a) extend the time for the performance of any of the obligations or obligation of the other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement herein or in any document delivered pursuant to this Agreement hereto or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreementherein. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyeach party hereto. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 3 contracts
Samples: Acquisition Agreement (CANNA Corp), Acquisition Agreement (CANNA Corp), Agreement of Merger and Plan of Reorganization (Clic Technology, Inc.)
Extension; Waiver. At any time prior to the Effective ----------------- Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.037.3, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing writing, signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Herbalife International Inc), Agreement and Plan of Merger (Us Office Products Co), Agreement and Plan of Merger (Buy Com Inc)
Extension; Waiver. At any time prior to the Effective TimeClosing, the parties a party may (a) extend the time for the performance of any of the obligations or other acts of the other party or parties, (b) waive any breach or inaccuracies in the representations and warranties of the other party or parties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance by the other parties with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 3 contracts
Samples: Purchase Agreement, Purchase Agreement (TerraForm Power, Inc.), Amended and Restated Purchase Agreement (TerraForm Power, Inc.)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.038.3, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall will be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall will not constitute a waiver of such those rights.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Viasoft Inc /De/), Agreement and Plan of Merger (Compuware Corporation), Agreement and Plan of Merger (Asg Sub Inc)
Extension; Waiver. At any time prior to the Effective Time, any ----------------- Party may, to the parties may extent legally allowed, (ai) extend the time for the performance of any of the obligations or other acts of the other partiesParty, (bii) waive any inaccuracies in the representations and warranties contained in this Agreement herein or in any document delivered pursuant to this Agreement or hereto and (ciii) subject to the proviso of Section 8.03, waive compliance with any of the agreements Agreements or conditions contained in this Agreementherein. Any agreement on the part of a party Party to any such extension or waiver shall will be valid only if set forth in an a written instrument in writing signed on behalf of such partyParty. The failure of any party to this Agreement Party to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Group Maintenance America Corp), Agreement and Plan of Merger (Group Maintenance America Corp), Agreement and Plan of Merger (Apollo Investment Fund Iv Lp)
Extension; Waiver. At any time prior to the Effective Time, the parties each party may (a) extend the time for the performance of any of the obligations or other acts of the other partiesparty, (b) waive any inaccuracies in the representations and warranties of the other party contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.037.3, waive compliance with any of the agreements or conditions of the other party contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Conseco Inc Et Al), Agreement and Plan of Merger (Pioneer Financial Services Inc /De), Agreement and Plan of Merger (Transport Holdings Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other partiesparty, (b) waive any inaccuracies in the representations and warranties of the other party contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.038.4, waive compliance with any of the agreements or conditions of the other party contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Impac Commercial Holdings Inc), Agreement and Plan of Merger (Amresco Capital Trust), Stockholder Voting Agreement (Globe Business Resources Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties a party may (a) extend the time for the performance of any of the obligations or other acts of the other partiesparty, (b) waive any inaccuracies in the representations and warranties of the other party contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.039.10, waive compliance by the other parties with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall will be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall will not constitute a waiver of such rights.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Electronics Boutique Holdings Corp), Agreement and Plan of Merger (Electronics Boutique Holdings Corp), Agreement and Plan of Merger (Electronics Boutique Holdings Corp)
Extension; Waiver. At any time prior to the Effective Time, (a) the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) each party may waive any inaccuracies in the representations and warranties of another party contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, each party may waive compliance with any of the agreements or conditions of another party contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 3 contracts
Samples: Purchase Agreement (HRPT Properties Trust), Purchase Agreement (Hallwood Realty Partners L P), Purchase Agreement (Hallwood Group Inc)
Extension; Waiver. At any time prior to the Effective TimeClosing, the parties Parties may (a) extend the time for the performance of any of the obligations or other acts of the other partiesParty, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or Agreement, (c) waive compliance with any covenants and agreements contained in any document delivered pursuant to this Agreement or (cd) subject to waive the proviso satisfaction of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party either Party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty. The failure of any party to this Agreement Party to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 2 contracts
Samples: Implementation Agreement (Arch Coal Inc), Implementation Agreement (Peabody Energy Corp)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other partiesparty, (b) waive any inaccuracies in the representations and warranties of the other party contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.037.5, waive compliance with any of the agreements or conditions of the other party contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Crown American Realty Trust), Agreement and Plan of Merger (Pennsylvania Real Estate Investment Trust)
Extension; Waiver. At any time prior to the Merger Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 2 contracts
Samples: Agreement and Plan (Peco Energy Co), Agreement and Plan of Exchange and Merger (Peco Energy Co)
Extension; Waiver. At any time prior to the Effective Time, the parties a party may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso to the first sentence of Section 8.037.03, waive compliance by the other party with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Vivendi), Agreement and Plan of Merger (Mp3 Com Inc)
Extension; Waiver. At any time prior to the Effective Time, the ----------------- parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.038.3, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Netframe Systems Inc), Agreement and Plan of Merger (Micron Technology Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties a party may (a) extend the time for the performance of any of the obligations or other acts of the other parties, ; (b) waive any inaccuracies in the representations and warranties of the other parties contained in this Agreement or in any document delivered pursuant to this Agreement Agreement; or (c) subject to the proviso of Section 8.0311.6, waive compliance by the other party with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Synquest Inc), Agreement and Plan of Merger (Synquest Inc)
Extension; Waiver. At Either party may at any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other partiesparty, (b) waive any inaccuracies in the representations and warranties of the other party contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.038.3, waive compliance by the other party with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 2 contracts
Samples: Reorganization Agreement (Lauder Ronald S), Reorganization Agreement (Central European Media Enterprises LTD)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, or (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03Agreement, waive compliance with any of the agreements covenants or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Amvestors Financial Corp), Amended and Restated Agreement and Plan of Merger (Amerus Life Holdings Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance by the other parties with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Urs Corp /New/), Agreement and Plan of Merger (Tc Group LLC)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an any instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Federal Paper Board Co Inc), Agreement and Plan of Merger (International Paper Co /New/)
Extension; Waiver. At any time prior Prior to the Effective Timetermination of this Agreement, the parties to this Agreement may (a) extend the time for the performance of any of the obligations or other acts of the other partiesparty to this Agreement, (b) waive any inaccuracies in the representations and warranties of the other party contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance by the other party with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 2 contracts
Samples: Voting Agreement (Golfsmith International Holdings Inc), Voting and Lockup Agreement (American Oil & Gas Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.038.3, waive compliance with any of the agreements or conditions of the other parties contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Pillowtex Corp), Fieldcrest Cannon Inc
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement Agreement, or (c) subject to the proviso of Section 8.03, waive compliance with any of the covenants and agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 2 contracts
Samples: Voting Agreement (SAVVIS, Inc.), Voting Agreement (Centurylink, Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties Parties may (a) extend the time for the performance of any of the obligations or other acts of the other partiesParties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party Party to any such extension or waiver shall be valid only if set forth in an instrument in writing writing, signed on behalf of such partyParty. The failure of any party to this Agreement Party to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (GL Trade Overseas, Inc.), Agreement and Plan of Merger (Sungard Capital Corp Ii)
Extension; Waiver. At any time prior to the Effective TimeClosing, the parties hereto may (a) extend the time for the performance of any of the obligations or other acts of the other parties, or (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The Any failure of or delay by any party to this Agreement hereto to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Championship Auto Racing Teams Inc), Asset Purchase Agreement (Championship Auto Racing Teams Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties hereto may to the extent legally allowed, (ai) extend the time for the performance of any of the obligations or other acts of the other partiesparties hereto, (bii) waive any inaccuracies in the representations and warranties contained in this Agreement herein or in any document delivered pursuant to this Agreement or hereto, and (ciii) subject to the proviso of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreementherein. Any agreement on the part of a party hereto to any such extension or waiver shall be valid only if set forth in an a written instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those or any other rights.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (HPSC Inc), Agreement and Plan of Merger (Globix Corp)
Extension; Waiver. At any time prior to the Effective TimeClosing Date, the parties Parties may (a) extend the time for the performance of any of the obligations or other acts of the other partiesParties, (b) waive any inaccuracies in the representations and warranties of the other Parties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance by the other Parties with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party Party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty. The failure of any party to this Agreement Party to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Harte Hanks Inc), Asset Purchase Agreement (Enzon Pharmaceuticals Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties Parties may (ai) extend the time for the performance of any of the obligations or other acts of the other partiesParties, (bii) waive any inaccuracies in the representations and warranties of the other Parties contained in this Agreement or in any document delivered pursuant to this Agreement Agreement, or (ciii) subject to the proviso of Section 8.037.3, waive compliance with any of the agreements or conditions of the other parties contained in this Agreement. Any agreement on the part of a party Party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such partyParty. The failure of any party Party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Philadelphia Suburban Corp), Agreement and Plan of Merger (Consumers Water Co)
Extension; Waiver. At any time prior to the Effective Time, the parties may (ai) extend the time for the performance of any of the obligations or other acts of the other parties, (bii) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (ciii) subject to the proviso of Section 8.039.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Illinois Tool Works Inc), Agreement and Plan of Merger (Foilmark Inc)
Extension; Waiver. At any time prior to the Effective Time, the The parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or Agreement, (c) subject to the proviso of Section 8.03, waive compliance with any covenants and agreements contained in this Agreement or (d) waive the satisfaction of any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.
Appears in 2 contracts
Samples: Share and Asset Purchase Agreement (Home Loan Servicing Solutions, Ltd.), Share and Asset Purchase Agreement (New Residential Investment Corp.)
Extension; Waiver. At any time prior to the Effective TimeClosing Date, the parties may either party may: (a) extend the time for the performance of any of the obligations or other acts of the other parties, party; (b) waive any inaccuracies in the representations and warranties of the other party contained in this Agreement or in any document delivered pursuant to this Agreement Agreement; or (c) subject to the proviso of Section 8.03, waive compliance by the other party with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed by or on behalf of such party. The failure or delay of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Electro Energy Inc), Asset Purchase Agreement (Lithium Nickel Asset Holding Co I Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso provision of Section 8.03, waive compliance with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such those rights.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Rochester & Pittsburgh Coal Co), Agreement and Plan of Merger (Consol Inc)
Extension; Waiver. At any time prior to the Effective Time, the parties a party may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties of the other parties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 8.03, waive compliance by the other party with any of the agreements or conditions contained in this Agreement. Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party. The failure of any party to this Agreement to assert any of its rights under this Agreement or otherwise shall not constitute a waiver of such rights.. Section 8.4
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Printcafe Software Inc), Agreement and Plan of Merger (Electronics for Imaging Inc)
