Common use of Amendment, Modification or Waiver Clause in Contracts

Amendment, Modification or Waiver. (a) Prior to the Distribution, this Agreement may be amended, modified, waived, supplemented or superseded, in whole or in part, by ADP in its sole discretion by execution of a written amendment delivered to Broadridge. Subsequent to the Distribution, this Agreement may be amended, modified, supplemented or superseded only by an instrument signed by duly authorized signatories of both Parties. (b) Following the Distribution, any term or condition of this Agreement may be waived at any time by the Party that is entitled to the benefit thereof, but no such waiver shall be effective unless set forth in a written instrument duly executed by or on behalf of the Party waiving such term or condition. No waiver by any Party of any term or condition of this Agreement, in any one or more instances, shall be deemed or construed as a waiver of the same or any other term or condition of this Agreement on any future occasion. All remedies, either under this Agreement or by Law or otherwise afforded, will be cumulative and not alternative.

Appears in 4 contracts

Samples: Tax Allocation Agreement (Broadridge Financial Solutions, Inc.), Tax Allocation Agreement (Broadridge Financial Solutions, LLC), Employee Matters Agreement (Broadridge Financial Solutions, LLC)

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Amendment, Modification or Waiver. (a) Prior to the DistributionEffective Time, this Agreement may be amended, modified, waived, supplemented or superseded, in whole or in part, by ADP AXP in its sole discretion by execution of a written amendment delivered to BroadridgeAmeriprise. Subsequent to the DistributionEffective Time, this Agreement may be amended, modified, supplemented or superseded only by an instrument signed by duly authorized signatories of both the Parties. (b) Following the Distribution, any Any term or condition of this Agreement may be waived at any time by the Party that is entitled to the benefit thereof, but no such waiver shall be effective unless set forth in a written instrument duly executed by or on behalf of the Party waiving such term or condition. No waiver by any Party of any term or condition of this Agreement, in any one or more instances, shall be deemed or construed as a waiver of the same or any other term or condition of this Agreement on any future occasion. All remedies, either under this Agreement or by Law or otherwise afforded, will be cumulative and not alternative.

Appears in 4 contracts

Samples: Separation and Distribution Agreement (American Express Financial Corp), Separation and Distribution Agreement (Ameriprise Financial Inc), Separation and Distribution Agreement (American Express Co)

Amendment, Modification or Waiver. (a) 8.5.1 Prior to the DistributionEffective Time, this Agreement may be amended, modified, waived, supplemented or superseded, in whole or in part, by ADP in its sole discretion by execution of a written amendment delivered to Broadridge. Subsequent to the DistributionEffective Time, this Agreement may be amended, modified, supplemented or superseded only by an instrument signed by duly authorized signatories of both Parties. (b) 8.5.2 Following the DistributionEffective Time, any term or condition of this Agreement may be waived at any time by the Party that is entitled to the benefit thereof, but no such waiver shall be effective unless set forth in a written instrument duly executed by or on behalf of the Party waiving such term or condition. No waiver by any Party of any term or condition of this Agreement, in any one or more instances, shall be deemed or construed as a waiver of the same or any other term or condition of this Agreement on any future occasion. All remedies, either under this Agreement or by Law or otherwise afforded, will be cumulative and not alternative.

Appears in 3 contracts

Samples: Intellectual Property Transfer Agreement, Intellectual Property Transfer Agreement (Broadridge Financial Solutions, LLC), Intellectual Property Transfer Agreement (Broadridge Financial Solutions, Inc.)

Amendment, Modification or Waiver. (a) Prior to the DistributionEffective Time, this Agreement may be amended, modified, waived, supplemented or superseded, in whole or in part, by ADP EWS in its sole discretion by execution of a written amendment delivered to BroadridgeSNI. Subsequent to the DistributionEffective Time, this Agreement may be only by amended, modified, waived, supplemented or superseded only by an instrument signed by duly authorized signatories of both the Parties. (b) Following the Distribution, any Any term or condition of this Agreement may be waived at any time by the Party that is entitled to the benefit thereof, but no such waiver shall be effective unless set forth in a written instrument duly executed by or on behalf of the Party waiving such term or condition. No waiver by any Party of any term or condition of this Agreement, in any one or more instances, shall be deemed or construed as a waiver of the same or any other term or condition of this Agreement on any future occasion. All remedies, either under this Agreement or by Law or otherwise afforded, will be cumulative and not alternative.

Appears in 3 contracts

Samples: Separation and Distribution Agreement (Scripps Networks Interactive, Inc.), Separation and Distribution Agreement (Scripps Networks Interactive, Inc.), Separation and Distribution Agreement (Scripps E W Co /De)

Amendment, Modification or Waiver. (a) 8.5.1 Prior to the DistributionEffective Time, this Agreement may be amended, modified, waived, supplemented or superseded, in whole or in part, by ADP in its sole discretion by execution of a written amendment delivered to BroadridgeDealer. Subsequent to the DistributionEffective Time, this Agreement may be amended, modified, supplemented or superseded only by an instrument signed by duly authorized signatories of both Parties. (b) 8.5.2 Following the DistributionEffective Time, any term or condition of this Agreement may be waived at any time by the Party that is entitled to the benefit thereof, but no such waiver shall be effective unless set forth in a written instrument duly executed by or on behalf of the Party waiving such term or condition. No waiver by any Party of any term or condition of this Agreement, in any one or more instances, shall be deemed or construed as a waiver of the same or any other term or condition of this Agreement on any future occasion. All remedies, either under this Agreement or by Law or otherwise afforded, will be cumulative and not alternative.

Appears in 3 contracts

Samples: Intellectual Property Transfer Agreement, Intellectual Property Transfer Agreement (CDK Global, Inc.), Intellectual Property Transfer Agreement (Dealer Services Holdings LLC)

Amendment, Modification or Waiver. (a) Prior to the Distribution, this Agreement may be amended, modified, waived, supplemented or superseded, in whole or in part, by ADP in its sole discretion by execution of a written amendment delivered to BroadridgeDealer. Subsequent to the Distribution, this Agreement may be amended, modified, supplemented or superseded only by an a written instrument signed by duly authorized signatories of both Parties. (b) Following the Distribution, any term or condition of this Agreement may be waived at any time by the Party that is entitled to the benefit thereof, but no such waiver shall be effective unless set forth in a written instrument duly executed by or on behalf of the Party waiving such term or condition. No waiver by any Party of any term or condition of this Agreement, in any one or more instances, shall be deemed or construed as a waiver of the same or any other term or condition of this Agreement on any future occasion. All remedies, either under this Agreement or by Law or otherwise afforded, will be cumulative and not alternative.

Appears in 3 contracts

Samples: Tax Matters Agreement, Tax Matters Agreement (CDK Global, Inc.), Tax Matters Agreement (Dealer Services Holdings LLC)

Amendment, Modification or Waiver. (a) Prior to the DistributionEffective Time, this Agreement may be amended, modified, waived, supplemented or superseded, in whole or in part, by ADP in its sole discretion by execution of a written amendment delivered to Broadridge. Subsequent to the DistributionEffective Time, this Agreement may be amended, modified, supplemented or superseded only by an instrument signed by duly authorized signatories of both Parties. (b) Following the DistributionEffective Time, any term or condition of this Agreement may be waived at any time by the Party that is entitled to the benefit thereof, but no such waiver shall be effective unless set forth in a written instrument duly executed by or on behalf of the Party waiving such term or condition. No waiver by any Party of any term or condition of this Agreement, in any one or more instances, shall be deemed or construed as a waiver of the same or any other term or condition of this Agreement on any future occasion. All remedies, either under this Agreement or by Law or otherwise afforded, will be cumulative and not alternative.

Appears in 3 contracts

Samples: Separation and Distribution Agreement, Separation and Distribution Agreement (Broadridge Financial Solutions, LLC), Separation and Distribution Agreement (Automatic Data Processing Inc)

Amendment, Modification or Waiver. (a) Prior to the DistributionEffective Time, this Agreement may be amended, modified, waived, supplemented or superseded, in whole or in part, by ADP FNF in its sole discretion by execution of a written amendment delivered to BroadridgeJAX. Subsequent to the DistributionEffective Time, this Agreement may be amended, modified, supplemented or superseded only by an instrument signed by duly authorized signatories of both Parties. (b) Following the DistributionEffective Time, any term or condition of this Agreement may be waived at any time by the Party that is entitled to the benefit thereof, but no such waiver shall be effective unless set forth in a written instrument duly executed by or on behalf of the Party waiving such term or condition. No waiver by any Party of any term or condition of this Agreement, in any one or more instances, shall be deemed or construed as a waiver of the same or any other term or condition of this Agreement on any future occasion. All remedies, either under this Agreement or by Law or otherwise afforded, will be cumulative and not alternative.

Appears in 3 contracts

Samples: Separation and Distribution Agreement (J. Alexander's Holdings, Inc.), Separation and Distribution Agreement (J. Alexander's Holdings, Inc.), Separation and Distribution Agreement (J. Alexander's Holdings, Inc.)

Amendment, Modification or Waiver. (a) Prior to the Distribution, this Agreement may be amended, modified, waived, supplemented or superseded, in whole or in part, by ADP Remainco in its sole discretion by execution of a written amendment document delivered to BroadridgeNew News Corporation. Subsequent to the Distribution, this Agreement may be amended, modified, waived, supplemented or superseded superseded, in whole or in part, only by an instrument a written agreement signed by duly authorized signatories of both the Parties. (b) Following the Distribution, any Any term or condition of this Agreement may be waived at any time by the Party that is entitled to the benefit thereofthereof (except as otherwise set forth in Section 3.03), but no such waiver shall be effective unless set forth in a written instrument duly executed by or on behalf of the Party waiving such term or condition. No waiver by any Party of any term or condition of this Agreement, in any one or more instances, shall be deemed or construed as a waiver of the same or any other term or condition of this Agreement on any future occasion. All remedies, either under this Agreement or by Law or otherwise afforded, will be cumulative and not alternative.

Appears in 3 contracts

Samples: Separation and Distribution Agreement, Separation and Distribution Agreement (Twenty-First Century Fox, Inc.), Separation and Distribution Agreement (New Newscorp LLC)

Amendment, Modification or Waiver. (a) Prior to the DistributionEffective Time, this Agreement may be amended, modified, waived, supplemented or superseded, in whole or in part, by ADP Belo in its sole discretion by execution of a written amendment document delivered to BroadridgeNewspaper Holdco. Subsequent to the DistributionEffective Time, this Agreement may be amended, modified, waived, supplemented or superseded superseded, in whole or in part, only by an instrument a written agreement signed by duly authorized signatories of both the Parties. (b) Following the Distribution, any Any term or condition of this Agreement may be waived at any time by the Party that is entitled to the benefit thereofthereof (except as otherwise set forth in Section 3.03), but no such waiver shall be effective unless set forth in a written instrument duly executed by or on behalf of the Party waiving such term or condition. No waiver by any Party of any term or condition of this Agreement, in any one or more instances, shall be deemed or construed as a waiver of the same or any other term or condition of this Agreement on any future occasion. All remedies, either under this Agreement or by Law or otherwise afforded, will be cumulative and not alternative.

Appears in 2 contracts

Samples: Separation and Distribution Agreement (A. H. Belo CORP), Separation and Distribution Agreement (Belo Corp)

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Amendment, Modification or Waiver. (a) Prior to the Distribution, this Agreement may be amended, modified, waived, supplemented or superseded, in whole or in part, by ADP NOV in its sole discretion by execution of a written amendment delivered to BroadridgeSpinCo. Subsequent to the Distribution, this Agreement may be amended, modified, supplemented or superseded only by an instrument signed by duly authorized signatories of both Parties. (b) Following the Distribution, any term or condition of this Agreement may be waived at any time by the Party that is entitled to the benefit thereof, but no such waiver shall be effective unless set forth in a written instrument duly executed by or on behalf of the Party waiving such term or condition. No waiver by any Party of any term or condition of this Agreement, in any one or more instances, shall be deemed or construed as a waiver of the same or any other term or condition of this Agreement on any future occasion. All remedies, either under this Agreement or by Law or otherwise afforded, will be cumulative and not alternative.

Appears in 2 contracts

Samples: Tax Matters Agreement (NOW Inc.), Tax Matters Agreement (NOW Inc.)

Amendment, Modification or Waiver. (a) Prior to the DistributionEffective Time, this Agreement may be amended, modified, waived, supplemented or superseded, in whole or in part, by ADP in its sole discretion by execution of a written amendment delivered to BroadridgeDealer. Subsequent to the DistributionEffective Time, this Agreement may be amended, modified, supplemented or superseded only by an instrument signed by duly authorized signatories of both Parties. (b) Following the DistributionEffective Time, any term or condition of this Agreement may be waived at any time by the Party that is entitled to the benefit thereof, but no such waiver shall be effective unless set forth in a written instrument duly executed by or on behalf of the Party waiving such term or condition. No waiver by any Party of any term or condition of this Agreement, in any one or more instances, shall be deemed or construed as a waiver of the same or any other term or condition of this Agreement on any future occasion. All remedies, either under this Agreement or by Law or otherwise afforded, will be cumulative and not alternative.

Appears in 2 contracts

Samples: Separation and Distribution Agreement (Automatic Data Processing Inc), Separation and Distribution Agreement (Dealer Services Holdings LLC)

Amendment, Modification or Waiver. (a) Prior to the Distribution, this Agreement may be amended, modified, waived, supplemented or superseded, in whole or in part, by ADP Remainco in its sole discretion by execution of a written amendment document delivered to BroadridgeNew News Corporation. Subsequent to the Distribution, this Agreement may be amended, modified, waived, supplemented or superseded superseded, in whole or in part, only by an instrument a written agreement signed by duly authorized signatories of both the Parties. (b) Following the Distribution, any Any term or condition of this Agreement may be waived at any time by the Party that is entitled to the benefit thereofthereof (except as otherwise set forth in Section 3.03 of the SDA), but no such waiver shall be effective unless set forth in a written instrument duly executed by or on behalf of the Party waiving such term or condition. No waiver by any Party of any term or condition of this Agreement, in any one or more instances, shall be deemed or construed as a waiver of the same or any other term or condition of this Agreement on any future occasion. All remedies, either under this Agreement Agreement, the SDA or by Law or otherwise afforded, will be cumulative and not alternative.

Appears in 2 contracts

Samples: Employee Matters Agreement (NEWS Corp), Employee Matters Agreement (New Newscorp LLC)

Amendment, Modification or Waiver. (a) Prior to the Distribution, this Agreement may be amended, modified, waived, supplemented or superseded, in whole or in part, by ADP in its sole discretion by execution of a written amendment delivered to BroadridgeCDK. Subsequent to the Distribution, this Agreement may be amended, modified, supplemented or superseded only by an instrument signed by duly authorized signatories of both Parties. (b) Following the Distribution, any term or condition of this Agreement may be waived at any time by the Party that is entitled to the benefit thereof, but no such waiver shall be effective unless set forth in a written instrument duly executed by or on behalf of the Party waiving such term or condition. No waiver by any Party of any term or condition of this Agreement, in any one or more instances, shall be deemed or construed as a waiver of the same or any other term or condition of this Agreement on any future occasion. All remedies, either under this Agreement or by Law or otherwise afforded, will be cumulative and not alternative.

Appears in 2 contracts

Samples: Employee Matters Agreement (CDK Global, Inc.), Employee Matters Agreement (Dealer Services Holdings LLC)

Amendment, Modification or Waiver. (a) Prior to the DistributionDemerger, this Agreement may be amended, modified, waived, supplemented or superseded, in whole or in part, by ADP Parent in its sole discretion by execution of a written amendment delivered to BroadridgeRB Pharma. Subsequent to the DistributionDemerger, this Agreement may be amended, modified, supplemented or superseded only by an a written instrument signed by duly authorized signatories of both Parties. (b) Following the DistributionDemerger, any term or condition of this Agreement may be waived at any time by the Party that is entitled to the benefit thereof, but no such waiver shall be effective unless set forth in a written instrument duly executed by or on behalf of the Party waiving such term or condition. No waiver by any Party of any term or condition of this Agreement, in any one or more instances, shall be deemed or construed as a waiver of the same or any other term or condition of this Agreement on any future occasion. All remedies, either under this Agreement or by Law or otherwise afforded, will be cumulative and not alternative.

Appears in 1 contract

Samples: United States Tax Matters Agreement (Indivior PLC)

Amendment, Modification or Waiver. (a) Prior to the Distribution, this Agreement may be amended, modified, waived, supplemented or superseded, in whole or in part, by ADP Belo in its sole discretion by execution of a written amendment delivered to BroadridgeA. H. Belo. Subsequent to the Distribution, this Agreement may be amended, modified, supplemented or superseded only by an instrument signed by duly authorized signatories of both Parties. (b) Following the Distribution, any term or condition of this Agreement may be waived at any time by the Party that is entitled to the benefit thereof, but no such waiver shall be effective unless set forth in a written instrument duly executed by or on behalf of the Party waiving such term or condition. No waiver by any Party of any term or condition of this Agreement, in any one or more instances, shall be deemed or construed as a waiver of the same or any other term or condition of this Agreement on any future occasion. All remedies, either under this Agreement or by Law or otherwise afforded, will be cumulative and not alternative.

Appears in 1 contract

Samples: Tax Matters Agreement (A. H. Belo CORP)

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