Amendment; Extension; Waiver. Subject to the provisions of applicable Legal Requirements, the Parties may amend this Agreement at any time pursuant to an instrument in writing signed on behalf of each of the Parties. At any time, any Party may, to the extent legally allowed, (a) extend the time for the performance of any of the obligations or other acts of the other Party, (b) waive any inaccuracies in the representations and warranties made to such Party contained herein or (c) waive compliance with any of the agreements or conditions for the benefit of such Party contained herein. 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. Without limiting the generality or effect of the preceding sentence, no delay in exercising any right under this Agreement shall constitute a waiver of such right, and no waiver of any breach or default shall be deemed a waiver of any other breach or default of the same or any other provision in this Agreement.
Appears in 6 contracts
Samples: Asset Purchase Agreement (Valneva SE), Asset Purchase Agreement (Bluebird Bio, Inc.), Asset Purchase Agreement (Bluebird Bio, Inc.)
Amendment; Extension; Waiver. Subject to the provisions of applicable Legal Requirementslaw, the Parties hereto may amend this Agreement at any time pursuant to an instrument in writing signed on behalf of each of the PartiesParties hereto. At any time, any Party hereto may, to the extent legally allowed, (a) extend the time for the performance of any of the obligations or other acts of the other PartyParty hereto, (b) waive any inaccuracies in the representations and warranties made to such Party contained herein or (c) waive compliance with any of the agreements or conditions for the benefit of such Party contained herein. Any agreement on the part of a Party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such Party. Without limiting the generality or effect of the preceding sentence, no delay in exercising any right under this Agreement shall constitute a waiver of such right, and no waiver of any breach or default shall be deemed a waiver of any other breach or default of the same or any other provision in this Agreement.
Appears in 6 contracts
Samples: Asset Purchase Agreement (Lumos Pharma, Inc.), PRV Transfer Agreement (Gw Pharmaceuticals PLC), PRV Transfer Agreement (Biohaven Pharmaceutical Holding Co Ltd.)
Amendment; Extension; Waiver. Subject to the provisions of applicable Legal Requirementslaw, the Parties parties hereto may amend this Agreement at any time pursuant to an instrument in writing signed on behalf of each of the Partiesparties hereto. At any time, any Party either Buyer or the Company may, to the extent legally allowed, (ai) extend the time for the performance of any of the obligations or other acts of the other Partyparty hereto, (bii) waive any inaccuracies in the representations and warranties made to such Party party contained herein or in any document delivered pursuant hereto, and (ciii) waive compliance with any of the agreements or conditions for the benefit of such Party party contained herein. 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 instrument in writing signed on behalf of such Partyparty. Without limiting the generality or effect of the preceding sentence, no delay in exercising any right under this Agreement shall constitute a waiver of such right, and no waiver of any breach or default shall be deemed a waiver of any other breach or default of the same or any other provision in this Agreement.
Appears in 5 contracts
Samples: Merger Agreement (CDC Software CORP), Merger Agreement (CDC Software CORP), Merger Agreement (CDC Corp)
Amendment; Extension; Waiver. Subject to the provisions of applicable Legal Requirements, the Parties hereto may amend this Agreement at any time pursuant to an instrument in writing signed on behalf of each of the PartiesParties hereto. At any time, any Party hereto may, to the extent legally allowed, (a) extend the time for the performance of any of the obligations or other acts of the other PartyParty hereto, (b) waive any inaccuracies in the representations and warranties made to such Party contained herein or (c) waive compliance with any of the agreements or conditions for the benefit of such Party contained herein. Any agreement on the part of a Party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such Party. Without limiting the generality or effect of the preceding sentence, no delay in exercising any right under this Agreement shall constitute a waiver of such right, and no waiver of any breach or default shall be deemed a waiver of any other breach or default of the same or any other provision in this Agreement.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Mallinckrodt PLC), Asset Purchase Agreement (Argenx Se), Asset Purchase Agreement (Sarepta Therapeutics, Inc.)
Amendment; Extension; Waiver. Subject to the provisions of applicable Legal RequirementsLaw, this Agreement may be amended by the Parties may amend this Agreement at any time pursuant prior to the Effective Time by an instrument in writing signed on behalf of by each of the PartiesParty. At any time, any Party may, time prior to the extent legally allowedEffective Time, each of Parent and Merger Sub, on the one hand and the Company, on the other hand, may (but shall not be under any obligation to) (a) extend the time for the performance of any of the obligations or other acts of the other Partyother, (b) to the extent permitted by applicable Law, waive any inaccuracies in the representations and warranties made to such Party of the other contained herein or in any document delivered pursuant hereto or (c) to the extent permitted by applicable Law, waive compliance with any of the agreements of the other or any of the conditions for the its benefit of such Party contained herein. 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 by such Party. Without limiting the generality The failure of any Party to assert any of its rights hereunder or effect of the preceding sentence, no delay in exercising any right under this Agreement applicable Law shall not constitute a waiver of such rightrights and, and except as otherwise expressly provided herein, no waiver single or partial exercise by any Party of any breach or default shall be deemed a waiver of its rights hereunder preclude any other breach or default further exercise of the same such rights or any other provision in this Agreementrights hereunder or applicable Law.
Appears in 2 contracts
Samples: Merger Agreement (Petrohawk Energy Corp), Merger Agreement (BHP Billiton LTD)
Amendment; Extension; Waiver. Subject to the provisions of applicable Legal Requirementslaw, the Parties hereto may amend this Agreement at any time pursuant to an instrument in writing signed on behalf of each of the PartiesParties hereto. At any time, any Party hereto may, to the extent legally allowed, (a) extend the time for the performance of any of the obligations or other acts of the other PartyParties hereto, (b) waive any inaccuracies in the representations and warranties made to such Party contained herein or (c) waive compliance with any of the agreements or conditions for the benefit of such Party contained herein. Any agreement on the part of a Party hereto to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such Party. Without limiting the generality or effect of the preceding sentence, no delay in exercising any right under this Agreement shall constitute a waiver of such right, and no waiver of any breach or default shall be deemed a waiver of any other breach or default of the same or any other provision in this Agreement.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Biomarin Pharmaceutical Inc), Asset Purchase Agreement (Biomarin Pharmaceutical Inc)
Amendment; Extension; Waiver. Subject to the provisions of applicable Legal Requirementslaw, the Parties parties hereto may amend this Agreement at any time pursuant to an instrument in writing signed on behalf of each of the Partiesparties hereto. At any time, any Party either Buyer or Seller (and, after the Dissolution, the Stockholders’ Agent on behalf of Seller) may, to the extent legally allowed, (ai) extend the time for the performance of any of the obligations or other acts of the other Partyparty hereto, (bii) waive any inaccuracies in the representations and warranties made to such Party party contained herein or in any document delivered pursuant hereto, and (ciii) waive compliance with any of the agreements or conditions for the benefit of such Party party contained herein. 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 instrument in writing signed on behalf of such Partyparty. Without limiting the generality or effect of the preceding sentence, no delay in exercising any right under this Agreement shall constitute a waiver of such right, and no waiver of any breach or default shall be deemed a waiver of any other breach or default of the same or any other provision in this Agreement.
Appears in 1 contract
Amendment; Extension; Waiver. Subject (a) No provision of this Agreement or any other Transaction Agreement, including any Exhibits or Schedules hereto or thereto, may be amended, supplemented or modified except by a written instrument making specific reference hereto or thereto and signed by all the parties to such agreement.
(b) At any time prior to the provisions of applicable Legal RequirementsClosing, the Parties either Party may amend this Agreement at any time pursuant to an instrument in writing signed on behalf of each of the Parties. At any time, any Party may, to the extent legally allowed, (a) extend the time for the performance of any of the obligations or other acts of the other Party, (b) waive any breaches of or inaccuracies in the representations and warranties made to such of the other Party contained herein in this Agreement or in any document delivered pursuant to this Agreement, or (c) waive compliance with any of the covenants, agreements or conditions for the benefit contained in this Agreement, but such waiver of compliance with such Party contained hereincovenants, agreements or conditions shall not operate as a waiver of, or estoppel with respect to, any subsequent or other failure. 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 by the Party granting such Partyextension or waiver. Without limiting Neither the generality or effect waiver by any of the preceding sentenceParties of a breach of or a default under any of the provisions of this Agreement, no delay in exercising nor the failure by any of the Parties, on one or more occasions, to enforce any of the provisions of this Agreement or to exercise any right under this Agreement shall constitute a waiver of such rightor privilege hereunder, and no waiver of any breach or default shall be deemed construed as a waiver of any other breach or default of the same a similar nature, or as a waiver of any other provision in this Agreementof such provisions, rights or privileges hereunder.
Appears in 1 contract
Samples: Stock and Asset Purchase Agreement (BAKER HUGHES a GE Co LLC)
Amendment; Extension; Waiver. Subject to To the provisions of extent permitted by applicable Legal Requirements, the Parties Acquiror and Parent may amend cause this Agreement to be amended at any time pursuant to after the Closing by execution of an instrument in writing signed on behalf of each of the PartiesAcquiror and Parent. At any timetime after the Closing, any Party Xxxxxx and Acquiror may, to the extent legally allowed, (ai) extend the time for the performance of any of the obligations or other acts of the other Partyother, (bii) waive any inaccuracies in the representations and warranties made to such Party party contained herein or in any document delivered pursuant hereto, and (ciii) waive compliance with any of the agreements or conditions for the benefit of such Party Person contained herein. 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 instrument in writing signed on behalf of such Partyparty. Without limiting the generality or effect of the preceding sentence, no delay in exercising any right under this Agreement shall constitute a waiver of such right, and no waiver of any breach or default shall be deemed a waiver of any other breach or default of the same or any other provision in this Agreement.
Appears in 1 contract
Samples: Merger Agreement (Glu Mobile Inc)
Amendment; Extension; Waiver. Subject to the provisions of applicable Legal Requirementslaw, the Parties parties hereto may amend this Agreement at any time pursuant to an instrument in writing signed on behalf of each of the Partiesparties hereto. At any time, any Party either party hereto may, to the extent legally allowed, (a) extend the time for the performance of any of the obligations or other acts of the other Partyparties hereto, (b) waive any inaccuracies in the representations and warranties made to such Party party contained herein or in any document delivered pursuant hereto, and (c) waive compliance with any of the agreements or conditions for the benefit of such Party party contained herein. 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 instrument in writing signed on behalf of such Partyparty. Without limiting the generality or effect of the preceding sentence, no delay in exercising any right under this Agreement shall constitute a waiver of such right, and no waiver of any breach or default shall be deemed a waiver of any other breach or default of the same or any other provision in this Agreement.
Appears in 1 contract
Amendment; Extension; Waiver. Subject to the provisions of applicable Legal RequirementsRequirement, the Parties parties hereto may amend this Agreement by authorized action at any time pursuant to an instrument in writing signed on behalf of each of the Partiesparties hereto. To the extent permitted by Legal Requirement, Purchaser and Seller may cause this Agreement to be amended at any time after the Closing by execution of an instrument in writing signed on behalf of Purchaser and Seller. At any time, any Party Seller or Purchaser may, to the extent legally allowed, (a) extend the time for the performance of any of the obligations or other acts of the other Partyparty hereto, (b) waive any inaccuracies in the representations and warranties made to such Party party contained herein or in any document delivered pursuant hereto and (c) waive compliance with any of the agreements or conditions for the benefit of such Party party contained herein. 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 instrument in writing signed on behalf of such Partyparty. Without limiting the generality or effect of the preceding sentence, no delay in exercising any right under this Agreement shall constitute a waiver of such right, and no waiver of any breach or default shall be deemed a waiver of any other breach or default of the same or any other provision in this Agreement.
Appears in 1 contract
Amendment; Extension; Waiver. Subject to the provisions of applicable Legal Requirementslaw, the Parties parties hereto may amend this Agreement at any time pursuant to an instrument in writing signed on behalf of each of the Partiesparties hereto. At any time, any Party either Buyer or Seller may, to the extent legally allowed, (ai) extend the time for the performance of any of the obligations or other acts of the other Partyparty hereto, (bii) waive any inaccuracies in the representations and warranties made to such Party party contained herein or in any document delivered pursuant hereto, and (ciii) waive compliance with any of the agreements or conditions for the benefit of such Party party contained herein. 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 instrument in writing signed on behalf of such Partyparty. Without limiting the generality or effect of the preceding sentence, no delay in exercising any right under this Agreement shall constitute a waiver of such right, and no waiver of any breach or default shall be deemed a waiver of any other breach or default of the same or any other provision in this Agreement.
Appears in 1 contract
Samples: Asset Purchase Agreement (CDC Corp)