Common use of Amendment, Extension and Waiver Clause in Contracts

Amendment, Extension and Waiver. Subject to applicable law, at any time prior to the Effective Time, Parent and Purchaser, by mutual agreement, may (a) amend this Agreement, (b) extend the time for the performance of any of the obligations or other acts of any other party hereto, (c) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto, or (d) waive compliance with any of the agreements or conditions contained herein. This Agreement may not be amended except by an instrument in writing signed on behalf of each of Parent and Purchaser. Any agreement on the part of a party hereto to any extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party, but such waiver or failure to insist on strict compliance with such obligation, covenant, agreement or condition shall not operate as a waiver of, or estoppel with respect to, any subsequent or other failure. Notwithstanding the foregoing, no amendment, modification or waiver of or under this Agreement shall be effective to increase materially the obligations of any Bank Party hereunder without the consent of such Bank Party.

Appears in 2 contracts

Samples: Stock Purchase Agreement (New Hampshire Thrift Bancshares Inc), Stock Purchase Agreement (Westbank Corp)

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Amendment, Extension and Waiver. Subject to applicable law, at any time prior to the Effective TimeClosing Date (including after the approval of this Agreement and the Merger by WFB shareholders if and to the extent permitted by applicable law), Parent and Purchaser, by mutual agreement, may the parties may: (a) amend this Agreement, ; (b) extend the time for the performance of any of the obligations or other acts of any other either party hereto, ; (c) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto, or ; or (d) to the extent permitted by law, waive compliance with any of the agreements Agreements or conditions contained herein, however, no waiver by either party shall be deemed a waiver of similar or dissimilar provisions or conditions at the same or at any prior or subsequent time. This Agreement may not be amended except by an instrument in writing signed signed, by authorized officers, on behalf of each of Parent and Purchaserthe parties hereto. Any agreement on the part of a party hereto to any extension or waiver shall be valid only if set forth in an instrument in writing signed by a duly authorized officer on behalf of such party, but such waiver or failure to insist on strict compliance with such obligation, covenant, agreement or condition shall not operate as a waiver of, or estoppel with respect to, any subsequent or other failure. Notwithstanding the foregoing, no amendment, modification or waiver of or under this Agreement shall be effective to increase materially the obligations of any Bank Party hereunder without the consent of such Bank Party.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Willow Financial Bancorp, Inc.)

Amendment, Extension and Waiver. Subject to applicable law, at any time prior to the Effective Timeconsummation of the Merger, Parent and Purchaser, by mutual agreement, the parties may (a) amend this Agreement, (b) extend the time for the performance of any of the obligations or other acts of any other party hereto, (c) waive any inaccuracies in the representations and warranties of any other party contained herein or in any document delivered pursuant hereto, or (d) waive compliance with any of the agreements or conditions contained herein. This Agreement may not be amended except by an instrument in writing signed on behalf of each of Parent and Purchaserthe parties hereto. Any agreement on the part of a party hereto to any extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party, but such waiver or failure to insist on strict compliance with such obligation, covenant, agreement or condition shall not operate as a waiver of, or estoppel with respect to, any subsequent or other failure. Notwithstanding the foregoing, no amendment, modification or waiver of or under this Agreement shall be effective to increase materially the obligations of any Bank Party hereunder without the consent of such Bank Party.

Appears in 1 contract

Samples: Merger Agreement (Southwest Gas Corp)

Amendment, Extension and Waiver. Subject to applicable law, at any time prior to the Effective TimeTime (whether before or after approval thereof by the sole shareholder of FSB and IBT), Parent and Purchaser, the parties hereto by mutual agreementaction of their respective Boards of Directors, may (a) amend this Agreement, (b) extend the time for the performance of any of the obligations or other acts of any other party hereto, (c) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto, or (d) waive compliance with any of the agreements or conditions contained herein. This Agreement may not be amended except by an instrument in writing signed on behalf of each of Parent and Purchaserthe parties hereto. Any agreement on the part of a party hereto to any extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party, but such waiver or failure to insist on strict compliance with such obligation, covenant, agreement or condition shall not operate as a waiver of, or estoppel with respect to, any subsequent or other failure. Notwithstanding the foregoing, no amendment, modification or waiver Any termination of or under this Agreement shall pursuant to Article IX may only be effective to increase materially effected upon a vote of a majority of the obligations entire Board of any Bank Party hereunder without Directors of the consent of such Bank Partyterminating party.

Appears in 1 contract

Samples: Merger Agreement (Ibt Bancorp Inc /Mi/)

Amendment, Extension and Waiver. Subject to applicable law, at any time prior to the Effective Timeconsummation of the transactions contemplated by this Agreement, Parent Seller and Purchaser, by mutual agreement, Buyer may (a) amend this Agreement, (b) extend the time for the performance of any of the obligations or other acts of any other party hereto, (c) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto, or (d) waive compliance with any of the agreements or conditions contained hereinin this Agreement. This Agreement may not be amended except by an instrument in writing signed on behalf of each of Parent and Purchaserthe parties hereto. Any agreement on the part of a party hereto to any extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party, but such waiver or failure to insist on strict compliance with such obligation, covenant, agreement or condition shall not operate as a waiver of, or estoppel with respect to, any subsequent or other failure. Notwithstanding the foregoing, no amendment, modification or waiver of or under this Agreement shall be effective to increase materially the obligations of any Bank Party hereunder without the consent of such Bank Party.

Appears in 1 contract

Samples: Asset Purchase Agreement (Imc Mortgage Co)

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Amendment, Extension and Waiver. Subject to applicable lawlaw and as ------------------------------- may be authorized by their respective Boards of Directors, at any time prior to the Effective Timeconsummation of the transactions contemplated by this Agreement or termination of this Agreement in accordance with the provisions of Section 10.1 hereof, Parent and Purchaser, by mutual agreement, the parties may (a) amend this Agreement, (b) extend the time for the performance of any of the obligations or other acts of any other party hereto, (c) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto, or (d) waive compliance with any of the agreements or conditions contained hereinin Articles 7 and 8 (other than Section 8.1) hereof. This Agreement may not be amended except by an instrument in writing signed on behalf of each of Parent and Purchaserthe parties hereto. Any agreement on the part of a party hereto to any extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party, but such waiver or failure to insist on strict compliance with such obligation, covenant, agreement or condition shall not operate as a waiver of, or estoppel with respect to, any subsequent or other failure. Notwithstanding the foregoing, no amendment, modification or waiver of or under this Agreement shall be effective to increase materially the obligations of any Bank Party hereunder without the consent of such Bank Party.

Appears in 1 contract

Samples: Stock Subscription Agreement (Affiliated Community Bancorp Inc)

Amendment, Extension and Waiver. Subject to applicable lawlaw and as --------- --------- --- ------ may be authorized by their respective Boards of Directors, at any time prior to the Effective Timeconsummation of the transactions contemplated by this Agreement or termination of this Agreement in accordance with the provisions of Section 8.01 hereof, Parent whether before or after approval of this Agreement and Purchaserthe transactions contemplated hereby by the stockholders of the Seller, by mutual agreementthe parties may, may (a) amend this Agreement, (b) extend the time for the performance of any of the obligations or other acts of any other party hereto, (c) waive any inaccuracies in the representations and warranties contained herein or in any document delivered pursuant hereto, or (d) waive compliance with any of the agreements or conditions contained hereinin Articles V and VI (other than Section 6.01) hereof. This Agreement may not be amended except by an instrument in writing signed on behalf of each of Parent and Purchaserthe parties hereto. Any agreement on the part of a party hereto to any extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party, but such waiver or failure to insist on strict compliance with such obligation, covenant, agreement or condition shall not operate as a waiver of, or estoppel with respect to, any subsequent or other failure. Notwithstanding the foregoing, no amendment, modification or waiver of or under this Agreement shall be effective to increase materially the obligations of any Bank Party hereunder without the consent of such Bank Party.

Appears in 1 contract

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

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