Failure or Indulgence Not Waiver. No failure or delay on the part of either party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any single or partial exercise of any such right preclude other or further exercise thereof or of any other right.
Appears in 23 contracts
Samples: Indemnification Agreement (Morgans Hotel Group Co.), Indemnification Agreement (Morgans Hotel Group Co.), Indemnification & Liability (Allegheny Energy Inc)
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any single or partial exercise of any such right preclude any other or further exercise thereof or of any other right. All rights and remedies existing under this Agreement are cumulative to, and not exclusive of, any rights or remedies otherwise available.
Appears in 12 contracts
Samples: Merger Agreement (Spartacus Acquisition Corp), Stock Purchase Agreement (Ani Pharmaceuticals Inc), Merger Agreement (International Money Express, Inc.)
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any single or partial exercise of any such right preclude other or further exercise thereof or of any other right.
Appears in 12 contracts
Samples: Real Estate Matters Agreement (Hewlett Packard Enterprise Co), Real Estate Matters Agreement (Micro Focus International PLC), Real Estate Matters Agreement (Micro Focus International PLC)
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any single or partial parties exercise of any such right preclude any other or further exercise thereof or of any other right. All rights and remedies existing under this Agreement are cumulative to, and not exclusive of, any rights or remedies otherwise available.
Appears in 10 contracts
Samples: Merger Agreement (Sykes Enterprises Inc), Merger Agreement (Sykes Enterprises Inc), Transaction Agreement (Shermen WSC Acquisition Corp)
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty warranty, covenant or agreement herein, nor shall any single or partial exercise of any such right preclude other or further exercise thereof or of any other right.
Appears in 10 contracts
Samples: Sale and Purchase Agreement (Imperial Sugar Co /New/), Asset Purchase Agreement (PBF Energy Inc.), Asset Purchase Agreement (PBF Energy Inc.)
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any single or partial exercise of any such right preclude any other or further exercise thereof or of any other right. No provision of this Agreement may be waived except by an instrument in writing executed by the party or parties, as applicable, against whom the waiver is to be effective.
Appears in 9 contracts
Samples: Merger Agreement (Universal American Corp.), Securities Purchase Agreement (Perry Corp), Securities Purchase Agreement (Universal American Financial Corp)
Failure or Indulgence Not Waiver. No failure or delay on the part of either party hereto any Party in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any single or partial exercise of any such right preclude other or further exercise thereof or of any other right.
Appears in 9 contracts
Samples: Business Combination Agreement (KORE Group Holdings, Inc.), Contribution and Exchange Agreement (Resource Real Estate Opportunity REIT, Inc.), Indemnification and Liability (Total System Services Inc)
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any failure to exercise, or any single or partial exercise exercise, of any such right preclude other or further exercise thereof or of any other right.
Appears in 8 contracts
Samples: Tax Sharing Agreement (Cendant Corp), Tax Sharing Agreement (PHH Corp), Tax Sharing Agreement (Potlatch Forest Products CORP)
Failure or Indulgence Not Waiver. No failure or delay on the part of either party any Party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty warranty, covenant or agreement herein, nor shall any single or partial exercise of any such right preclude other or further exercise thereof or of any other right.
Appears in 6 contracts
Samples: Sale and Purchase Agreement, Asset Sale and Purchase Agreement (PBF Energy Inc.), Asset Sale and Purchase Agreement (PBF Energy Inc.)
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any single or partial exercise of any such right preclude other or further exercise thereof or of any other right.
Appears in 6 contracts
Samples: Indemnification & Liability (Medco Health Solutions Inc), Indemnification & Liability (Medco Health Solutions Inc), Registration Rights Agreement (Merck Medco Managed Care LLC)
Failure or Indulgence Not Waiver. No failure or delay on the part of either party hereto any Party in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty warranty, covenant or agreement herein, nor shall any single or partial exercise of any such right preclude other or further exercise thereof or of any other right.
Appears in 5 contracts
Samples: Share Purchase Agreement (Global Clean Energy Holdings, Inc.), Environmental Agreement (Par Petroleum Corp/Co), Membership Interest Purchase Agreement (Par Petroleum Corp/Co)
Failure or Indulgence Not Waiver. No failure or delay on the part of either party Party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any single or partial exercise of any such right preclude other or further exercise thereof or of any other right.
Appears in 4 contracts
Samples: Settlement Agreement (Bovie Medical Corp), Settlement Agreement (Bovie Medical Corp), Data Flow Continuation Agreement (Merck Medco Managed Care LLC)
Failure or Indulgence Not Waiver. No failure or delay on the part of either party hereto any Party in the exercise of any right hereunder shall will impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall will any single or partial exercise of any such right preclude other or further exercise thereof or of any other right.
Appears in 4 contracts
Samples: Merger Agreement (Rock-Tenn CO), Merger Agreement (Neff Rental LLC), Merger Agreement (Rock-Tenn CO)
Failure or Indulgence Not Waiver. No failure or delay on the part of either party any Party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty warranty, covenant or agreement herein, nor shall any single or partial exercise of any such right preclude other or further exercise thereof thereof, or of any other right.
Appears in 4 contracts
Samples: Share Purchase and Sale Agreement (NuStar Energy L.P.), Membership Interest Purchase and Sale Agreement (NuStar Energy L.P.), Sale and Purchase Agreement (Buckeye Partners, L.P.)
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty warranty, or agreement herein, nor shall any single or partial exercise of any such right preclude any other or further exercise thereof or of any other right.
Appears in 3 contracts
Samples: Acceleration and Exchange Agreement (Trefoil Investors Ii Inc), Acceleration and Exchange Agreement (Grand Union Co /De/), Acceleration and Exchange Agreement (Grand Union Co /De/)
Failure or Indulgence Not Waiver. No failure or delay on the part of either party any Party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any failure to exercise, or any single or partial exercise exercise, of any such right preclude other or further exercise thereof or of any other right.
Appears in 3 contracts
Samples: Tax Sharing Agreement (A & B II, Inc.), Tax Sharing Agreement (Alexander & Baldwin Inc), Tax Sharing Agreement (A & B II, Inc.)
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any single or partial exercise of any such right preclude other or further exercise thereof or of any other right.
Appears in 3 contracts
Samples: Tax Sharing Agreement (Total System Services Inc), Tax Sharing Agreement (Synovus Financial Corp), Tax Sharing Agreement (Total System Services Inc)
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty warranty, covenant, or agreement herein, nor shall any single or partial exercise of any such right preclude other or further exercise thereof or of any other right.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Valero Energy Corp/Tx), Purchase and Sale Agreement (Valero Energy Corp/Tx), Stock Purchase Agreement (Valero Energy Corp/Tx)
Failure or Indulgence Not Waiver. No failure or delay on the part of either party hereto any Party in the exercise of any right hereunder shall will impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall will any single or partial exercise of any such right preclude any other or further exercise thereof or of any other right.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Raven Industries Inc), Asset Purchase Agreement (Navidea Biopharmaceuticals, Inc.)
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty obligation or agreement herein, nor shall any single or partial exercise of any such right preclude other or further exercise thereof or of any other right.
Appears in 2 contracts
Samples: Change of Control Agreement (Trizetto Group Inc), Change of Control Agreement (Trizetto Group Inc)
Failure or Indulgence Not Waiver. No failure or delay on the part of either party hereto any Party in the exercise of any right hereunder shall will impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall will any single or partial exercise of any such right preclude any other or further exercise thereof or of any other right.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Zomedica Corp.), Asset Purchase Agreement (Zomedica Corp.)
Failure or Indulgence Not Waiver. No failure or delay on the part of either party hereto any Party in the exercise of any right hereunder shall will impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty warranty, covenant or agreement herein, nor shall will any single or partial exercise of any such right preclude any other (or further further) exercise thereof or of any other right.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Heritage Global Inc.), Stock Purchase Agreement (Nn Inc)
Failure or Indulgence Not Waiver. No failure or delay on the part of either party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any single or partial exercise of any such right preclude other or further exercise thereof or of any other right. All rights and remedies existing under this Agreement or the Exhibits or Schedules attached hereto are cumulative to, and not exclusive of, any rights or remedies otherwise available.
Appears in 2 contracts
Samples: Indemnification Agreement (Catalytica Energy Systems Inc), Indemnification Agreement (Catalytica Energy Systems Inc)
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any single or partial exercise of any such right preclude any other or further exercise thereof or of any other right. All rights and remedies existing under this Agreement are cumulative to, and not exclusive of, any rights or remedies otherwise available.
Appears in 2 contracts
Samples: Membership Interests Purchase Agreement (Molina Healthcare Inc), Stock Purchase Agreement (Cardinal Health Inc)
Failure or Indulgence Not Waiver. No failure or delay on the part of either party hereto any Party in the exercise of any right hereunder shall will impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall will any single or partial exercise of any such right preclude any other or further exercise thereof or of any other right. All rights and remedies existing under this Agreement are cumulative to, and not exclusive of, any rights or remedies otherwise available.
Appears in 1 contract
Samples: Asset Purchase Agreement (Navidea Biopharmaceuticals, Inc.)
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall will impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall will any single or partial exercise of any such right preclude other or further exercise thereof or of any other right.
Appears in 1 contract
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty warranty, covenant or agreement herein, nor shall any single or partial exercise of any such right preclude other or further exercise thereof or of any other right.
Appears in 1 contract
Samples: Stock Purchase Agreement (Non Invasive Monitoring Systems Inc /Fl/)
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any single or partial exercise of any such right preclude any other or further exercise thereof or of any other right. All rights and remedies existing under this Agreement are cumulative to, and not exclusive of, any rights or remedies otherwise available.
Appears in 1 contract
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any single or partial party’s exercise of any such right preclude any other or further exercise thereof or of any other right. All rights and remedies existing under this Agreement are cumulative to, and not exclusive of, any rights or remedies otherwise available.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Russell Corp)
Failure or Indulgence Not Waiver. No failure or delay on the --------------------------------- part of either any party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any single or partial exercise of any such right preclude other or further exercise thereof or of any other right.
Appears in 1 contract
Samples: Indemnification & Liability (Merck Medco Managed Care LLC)
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any single or partial parties exercise of any such right preclude any other or further exercise thereof or of any other right.
Appears in 1 contract
Samples: Stock Purchase Agreement (PGT, Inc.)
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any single or partial exercise of any such right preclude any other or further exercise thereof or of any other right.. All rights and remedies existing under this Agreement are cumulative to, and not exclusive of, any rights or remedies otherwise available. [SIGNATURE PAGES FOLLOW]
Appears in 1 contract
Failure or Indulgence Not Waiver. No failure or delay on the part of either party any Party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any single or partial exercise of any such right preclude any other or further exercise thereof or of any other right. All rights and remedies existing under this Agreement are cumulative to, and not exclusive of, any rights or remedies otherwise available.
Appears in 1 contract
Failure or Indulgence Not Waiver. No Except as otherwise expressly provided herein, no failure or delay on the part of either any party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any single or partial exercise of any such right preclude any other or further exercise thereof or of any other right. All rights and remedies existing under this Agreement are cumulative to, and not exclusive of, any rights or remedies otherwise available.
Appears in 1 contract
Samples: Stock Purchase Agreement
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall will impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty warranty, covenant or agreement herein, nor shall will any single or partial exercise of any such right preclude any other (or further further) exercise thereof or of any other right.
Appears in 1 contract
Samples: Reorganization and Contribution Agreement (GrubHub Inc.)
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall will impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall will any single or partial exercise of any such right preclude other or further exercise thereof or of any other right. Except as otherwise set forth herein, all rights and remedies existing under this Agreement are cumulative to, and not exclusive to, and not exclusive of, any rights or remedies otherwise available.
Appears in 1 contract
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty warranty, covenant or agreement herein, nor shall any nay single or partial exercise of any such right preclude other or further exercise thereof or of any other right.
Appears in 1 contract
Failure or Indulgence Not Waiver. No failure or delay on the part of either any party hereto in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any single or partial exercise of any such right preclude other or further exercise thereof or of any other right. Except as otherwise explicitly provided for elsewhere herein, all rights and remedies existing under this Agreement are cumulative to, and not exclusive to, and not exclusive of, any rights or remedies otherwise available.
Appears in 1 contract
Failure or Indulgence Not Waiver. No failure or delay on the part of either party hereto any Party in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any single Party or partial Parties exercise of any such right preclude any other or further 968037.12 exercise thereof or of any other right. All rights and remedies existing under this Agreement are cumulative to, and not exclusive of, any rights or remedies otherwise available.
Appears in 1 contract
