Common use of Amendments; No Waivers Clause in Contracts

Amendments; No Waivers. (a) Any provision of this Agreement may be amended or waived prior to the Effective Time if, and only if, such amendment or waiver is in writing and signed, in the case of an amendment, by Company and Parent or, in the case of a waiver, by the party against whom the waiver is to be effective; provided that after the adoption of this Agreement by the stockholders of Company, there shall be made no amendment that by law requires further approval by stockholders without the further approval of such stockholders

Appears in 3 contracts

Samples: Agreement and Plan of Merger (CVS Corp), Agreement and Plan of Merger (Arbor Drugs Inc), Agreement and Plan of Merger (CVS Corp)

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Amendments; No Waivers. (a) Any provision of this This Agreement may be amended or waived prior to the Effective Time if, and only if, such amendment or waiver is in writing and signed, in the case of an amendment, by Company and Parent or, in the case of a waiver, by the party against whom parties hereto, at any time before or after approval of matters presented in connection with the waiver is to be effective; provided that after the adoption of this Agreement Merger by the stockholders of the Company, there but after any such stockholder approval, no amendment shall be made no amendment that which by law requires further approval by stockholders without the further approval of stockholders without obtaining such stockholdersfurther approval. This Agreement may not be amended except by an instrument in writing signed on behalf of each of the parties hereto.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Medialink Worldwide Inc), Agreement and Plan of Merger (Mark Iv Industries Inc), Agreement and Plan of Merger (Miv Acquition Corp)

Amendments; No Waivers. (a) Any provision of this Agreement may be amended or waived prior to the Effective Time if, and only if, such amendment or waiver is in writing and signed, in the case of an amendment, amendment by the Company and Parent or, MergerSub or in the case of a waiver, by the party against whom the waiver is to be effective; provided that after the adoption of this Agreement by the stockholders of the Company, there shall be made no amendment that by law requires further approval by the stockholders of the Company without the further approval of such stockholders.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Laser Power Corp/Fa), Agreement and Plan of Merger (Laser Power Corp/Fa), Agreement and Plan of Merger (Union Miniere S a /Fi)

Amendments; No Waivers. (a) Any provision of this Agreement may be amended or waived prior to the Effective Time if, and only if, such amendment or waiver is in writing and signed, in the case of an amendment, by Company and Parent or, in the case of a waiver, by the party against whom the waiver is to be effectivecharged therewith; provided that provided, that, after the adoption approval of this Agreement the matters presented in connection with the Merger by the stockholders of the Company, there no amendment or waiver shall be made no amendment that by law requires further approval by stockholders without the further approval of such stockholdersstockholder approval.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Compudyne Corp), Agreement and Plan of Merger (Compudyne Corp)

Amendments; No Waivers. (a) Any provision of this Agreement may be amended or waived prior to the Effective Time if, and only if, such amendment or waiver is in writing and signed, in the case of an amendment, by Company the Company, Buyer and Parent or, Merger Subsidiary or in the case of a waiver, by the party against whom the waiver is to be effective; provided that after the adoption of this Agreement by the stockholders of the Company, there shall be made no amendment or waiver that by law requires further approval by such stockholders without the further approval of such stockholders.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Puretec Corp), Agreement and Plan of Merger (Plastic Specialties & Technologies Inc)

Amendments; No Waivers. (a) Any provision of this Agreement may be amended or waived prior to the Effective Time if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by Company and Parent or, each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective; provided that after the adoption approval of this Agreement by the stockholders of the Company, there shall be made no amendment that by law requires further approval by stockholders without the further approval of such stockholdersthe stockholders of the Company.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Emerson Electric Co), Agreement and Plan of Merger (Computational Systems Inc)

Amendments; No Waivers. (a) Any provision of this Agreement may be amended or waived prior to the Effective Time if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by Company and Parent each party to this Agreement or, in the case of a waiver, by the each party against whom the waiver is to be effective; , provided that that, after the adoption of this Agreement by the stockholders of the Company, there no amendment shall be made no amendment that which by law requires further approval by such stockholders without the such further approval of such stockholdersapproval.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Bcom3 Group Inc), Agreement and Plan of Merger (Publicis Groupe Sa)

Amendments; No Waivers. (a) Any provision of this Agreement may be amended or waived prior to the Effective Time if, and only if, such amendment or waiver is in writing and signed, in the case of an amendmentamendment by the Company, by Company Parent and Parent or, Merger Sub or in the case of a waiver, by the party against whom the waiver is to be effective; provided that after the adoption of this Agreement by the stockholders of the Company, there shall be made no amendment that by law requires further approval by the stockholders of the Company without the further approval of such stockholders.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Wilmar Holdings Inc), Agreement and Plan of Merger (Wilmar Industries Inc)

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Amendments; No Waivers. (a) Any provision of this Agreement may be amended or waived prior to the Effective Time if, and only if, such amendment or waiver is in writing and signed, in the case of an amendment, by Company and Parent or, in the case of a waiver, by the party against whom the waiver is to be effectivecharged therewith; provided that provided, that, after the adoption approval of this Agreement the matters presented in connection with the Merger by the stockholders of the Company, there no amendment or waiver shall be made no amendment that by law requires further stockholder approval by stockholders without the such further approval of such stockholdersapproval.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Onex Corp)

Amendments; No Waivers. (a) Any provision of this Agreement may be amended or waived prior to the Effective Time if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by Company and Parent or, each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective; provided that after the adoption of this Agreement by the stockholders of Companyeither Amerxx xx CMAC, there shall be made no amendment that by law requires further approval by such stockholders without the such further approval of such stockholdersapproval.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cmac Investment Corp)

Amendments; No Waivers. (a) Any provision of this Agreement may be amended or waived prior to the Effective Time if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by Company and Parent or, each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective; provided that after the adoption of this Agreement by the stockholders of Companyeither Amerin or CMAC, there shall be made no amendment that by law requires further requixxx xxrther approval by such stockholders without the such further approval of such stockholdersapproval.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Amerin Corp)

Amendments; No Waivers. (a) Any provision of this Agreement may may, subject to applicable law, be amended or waived prior to the Effective Time Time, whether before or after stockholder approval hereof, if, and only if, such amendment or waiver is in writing and signedsigned on behalf of the Corporation and the LLC; provided, in the case of an amendmenthowever, by Company and Parent or, in the case of a waiver, by the party against whom the waiver is to be effective; provided that after the adoption of this Agreement by the stockholders of Company, there no such amendment shall be made no amendment that after stockholder approval hereof if by law such amendment requires further stockholder approval by stockholders without the such further approval of such stockholdersstockholder approval.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Vanguard Health Systems Inc)

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