Breach Waiver Sample Clauses

Breach Waiver. Parent hereby agrees that any actions constituting breaches of the Merger Agreement committed by the Company, or the Special Committee on behalf of the Company, and currently known to Parent (including but not limited to actions expressly described in letters from Parent to the Special Committee and the Company and alleged to be breaches of the Merger Agreement) are hereby waived by Parent, and Parent agrees not to enforce any of its rights or remedies under Section 8.01(e) of the Merger Agreement or at law or equity on the basis of such alleged breach or breaches. Notwithstanding the foregoing, the waivers provided in this Section 4 are conditioned upon the Company’s performance of its obligations under Section 5 below. If the Company breaches any of its obligations under Section 5 below, each waiver granted in this Section 4 shall be null and void and without effect ab initio, and Parent and Merger Sub shall be permitted to enforce any right which they may have with respect to any alleged breach described in this Section 4.

Breach Waiver. 13.1 The following is a non-exclusive list of conditions that constitute a breach of this Agreement by Contractor: a) defective work not being remedied; b) claims filed by third parties; c) failure of the Contractor to make payments to subcontractors or suppliers for Work in place for labor, materials, or equipment; d) evidence that the Work cannot be completed for the unpaid balance of the Contract Sum; e) failure to begin the Work and/or obtain building permit by the Commencement Date; f) evidence that the Work will not be completed within the Contract Time and the retainage will not be adequate to cover the actual or liquidated damages for the anticipated delay; g) persistent failure to meet interim deadlines; or h) persistent failure to carry out the Work in accordance with the Contract Documents. 13.2 It is a breach of this Agreement if the City fails to timely pay Contractor (i.e. within 30 days following a request for payment) if the request for payment is in order and the relevant work is substantially and satisfactorily complete. 13.3 The making of final payment shall constitute a waiver of claims by the City except those arising from: a) liens, claims, security interests or encumbrances arising out of the Contract and unsettled; b) failure of the Work to comply with the requirements of the Contract Documents; and c) terms of special warranties required by the Contract Documents. 13.4 Acceptance of final payment by the Contractor, a Subcontractor, or material supplier shall constitute a waiver of claims by that payee except those previously made in writing and identified by that payee as unsettled at the time of final Application for Payment.

Breach Waiver. The failure of either the Contractor or the City to insist upon performance of any provisions of the contract shall not be deemed to be a waiver of the right to insist upon strict performance of such provision or of any other provision of the contract at any time. Waiver of any breach of the contract by the Contractor or the City shall not constitute a waiver of a subsequent breach.

Breach Waiver. No party shall be considered in breach of any material provision of this Agreement unless the party claiming that a breach has occurred shall have given the first party written notice of the purported breach and such purported breach shall remain uncured at the end of the 20th business day following the date on which such notice is received. The waiver of a breach of any term of provision of this Agreement, which must be in writing, will not operate as or be construed to be a waiver of any other previous or subsequent breach of this Agreement.

Breach Waiver. Any waiver by the Client of a breach of any section of this Agreement by the Videographer shall not operate or be construed as a waiver of any subsequent breach by the Videographer.

Breach Waiver. In the event any covenant contained in this Agreement should be breached by one party and subsequently waived by another party, such waiver shall be limited to the particular breach so waived and shall not be deemed to waive any other concurrent, previous or subsequent breach.

Breach Waiver. The failure of either the Consultant or the City to insist upon the strict performance of any provision of the Agreement shall not be deemed to be a waiver of the right to insist upon strict performance of such provision or of any other provision of the Agreement at any time. Partial payment by the City shall not be construed as a waiver. Waiver of any breach of the Agreement shall not constitute waiver of a subsequent breach.

Breach Waiver. Without limiting the generality of anything herein, Employee acknowledges and agrees that any material breach of this Agreement, unless such breach constitutes a legal action by Employee challenging or seeking a determination in good faith of the validity of the waiver herein under the ADEA, shall entitle the Company immediately to recover and/or cease providing any Severance Benefits otherwise payable to Employee under this Agreement and to obtain damages, except as provided by law, and any outstanding obligations of the Company hereunder shall immediately terminate, and the Company’s covenants hereunder shall be deemed null and void in their entirety. The failure to enforce any provision of this Agreement shall not be construed to be a waiver of such provision or to affect the validity of this Agreement or the right of any Party to enforce this Agreement.

Breach Waiver. Any waiver by the Client of a breach of any section of this Agreement by the Painter shall not operate or be construed as a waiver of any subsequent breach by the Painter.