Frustration of Conditions. None of the Parties may rely on the failure of any condition set forth in this Article VIII to be satisfied if such failure was caused by such Party’s breach of a covenant or agreement contained herein.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Parsec Capital Acquisitions Corp.), Agreement and Plan of Merger (Alset Capital Acquisition Corp.), Agreement and Plan of Merger (American Acquisition Opportunity Inc.)
Frustration of Conditions. None of the Parties No Party may rely on the failure of any condition set forth in this Article VIII 11 to be satisfied if such failure was caused by such Party’s breach of a covenant or agreement contained hereinany of its obligations under this Agreement is the proximate cause of such failure.
Appears in 2 contracts
Samples: Business Combination Agreement and Plan of Merger (Eleusis Inc.), Business Combination Agreement and Plan of Merger (Silver Spike Acquisition Corp II)
Frustration of Conditions. None of Notwithstanding anything contained herein to the Parties contrary, no Party may rely on the failure of any condition set forth in this Article VIII VII to be satisfied if such failure was caused by the failure of such Party’s breach Party or its Affiliates failure to comply with or perform any of a covenant its covenants or agreement contained hereinobligations set forth in this Agreement.
Appears in 2 contracts
Samples: Registration Rights Agreement (Inflection Point Acquisition Corp.), Business Combination Agreement (Andina Acquisition Corp. III)
Frustration of Conditions. None of Notwithstanding anything contained herein to the Parties contrary, no Party may rely on the failure of any condition set forth in this Article VIII VII to be satisfied if such failure was caused by such Party’s breach failure to comply with or perform any of a covenant its covenants or agreement contained hereinobligations set forth in this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Hightimes Holding Corp.), Merger Agreement (Origo Acquisition Corp)
Frustration of Conditions. None of the Parties No Party may rely on the failure of any condition set forth in this Article VIII VII to be satisfied if such failure was caused by such Party’s breach failure to comply with or perform any of a covenant its covenants or agreement contained hereinobligations set forth in this Agreement.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Cree Inc), Agreement and Plan of Merger (M/a-Com Technology Solutions Holdings, Inc.)
Frustration of Conditions. None of Notwithstanding anything contained herein to the Parties contrary, no party may rely on the failure of any condition set forth in this Article VIII VII to be satisfied if such failure was caused by such Partyparty’s breach failure to comply with or perform any of a covenant its covenants or agreement contained hereinobligations set forth in this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Origo Acquisition Corp), Merger Agreement (Aina Le'a Inc.)
Frustration of Conditions. None of the Parties No Party may rely on the failure of any condition set forth in this Article VIII to be satisfied if such failure was principally caused by such Party’s breach or its Affiliate’s failure to comply with or perform any of a covenant its covenants or agreement contained hereinagreements pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Asset Purchase Agreement (MACOM Technology Solutions Holdings, Inc.), Asset Purchase Agreement (Wolfspeed, Inc.)
Frustration of Conditions. None of the Parties No Party may rely on the failure of any condition set forth in this Article VIII to be satisfied if such failure was caused by such Party’s breach failure to comply with or perform any of a covenant its covenants or agreement contained hereinobligations set forth in this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (M/a-Com Technology Solutions Holdings, Inc.), Agreement and Plan of Merger (M/a-Com Technology Solutions Holdings, Inc.)
Frustration of Conditions. None of Notwithstanding anything contained herein to the Parties contrary, no Party may rely on the failure of any condition set forth in this Article VIII to be satisfied if such failure was caused by the failure of such Party’s breach Party or its Affiliates failure to comply with or perform any of a covenant its covenants or agreement contained hereinobligations set forth in this Agreement.
Appears in 1 contract
Samples: Business Combination Agreement (Quantum FinTech Acquisition Corp)
Frustration of Conditions. None of Notwithstanding anything contained herein to the Parties contrary, no Party may rely on the failure of any condition set forth in this Article ARTICLE VIII to be satisfied if such failure was caused by the failure of such Party’s breach Party or its Affiliates to comply with or perform any of a covenant its covenants or agreement contained hereinobligations set forth in this Agreement.
Appears in 1 contract
Samples: Share Exchange Agreement (Smaaash Entertainment Inc.)
Frustration of Conditions. None of the Parties No party may rely on the failure of any condition set forth in this Article VIII VII to be satisfied if such failure was caused by such Partyparty’s breach 58 failure to act in good faith or any Willful Breach by such party of a any representation, warranty, covenant or agreement obligation contained herein.
Appears in 1 contract
Samples: Purchase Agreement (Coty Inc.)
Frustration of Conditions. None of the Parties No Party may rely on the failure of any condition set forth in this Article VIII 11 to be satisfied if such failure was caused by such Party’s breach of a covenant any of its covenants, agreements, representations or agreement contained hereinwarranties of this Agreement is the primary cause of such failure.
Appears in 1 contract
Samples: Business Combination Agreement and Plan of Merger (Everest Consolidator Acquisition Corp)
Frustration of Conditions. None of Notwithstanding anything contained herein to the Parties contrary, no Party may rely on the failure of any condition set forth in this Article VIII IX to be satisfied if such failure was caused by the failure of such Party’s breach Party or any of a covenant its Affiliates to comply with or agreement contained herein.perform any of its covenants or obligations set forth in this Agreement. 62
Appears in 1 contract
Frustration of Conditions. None of the Parties may rely on the failure of any condition set forth in this Article VIII VI to be satisfied if such failure was caused by such Party’s breach failure to act in good faith or such Party’s failure to observe in any material respect any of a covenant or agreement contained hereinits obligations under this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (EnLink Midstream Partners, LP)
Frustration of Conditions. None of the Parties No Party may rely on the failure of any condition set forth in this Article VIII VII to be satisfied if such failure was caused by such Party’s breach of a covenant or agreement contained hereinthis Agreement.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Tronc, Inc.)
Frustration of Conditions. None of Notwithstanding anything contained herein to the Parties contrary, no party hereto may rely on the failure of any condition set forth in this Article VIII X to be satisfied if such failure was caused by the failure of such Party’s breach party hereto or its Affiliates to comply with or perform any of a covenant its covenants or agreement contained hereinobligations set forth in this Agreement.
Appears in 1 contract
Samples: Business Combination Agreement (Acri Capital Acquisition Corp)
Frustration of Conditions. None of the Parties No Party may rely on the failure of any applicable condition set forth in this Article VIII 2 to be satisfied if such failure was caused solely by such Party’s breach of a covenant or agreement contained hereinits own failure to comply with Section 7.3(d).
Appears in 1 contract
Frustration of Conditions. None of Notwithstanding anything contained herein to the Parties contrary, no Party may rely on the failure of any condition set forth in this Article VIII II to be satisfied if such failure was caused by the failure of such Party’s breach Party or its Affiliates to comply with or perform any of a covenant its covenants or agreement contained hereinobligations set forth in this Agreement.
Appears in 1 contract
Frustration of Conditions. None of Notwithstanding anything contained herein to the Parties contrary, no Party may rely on the failure of any condition set forth in this Article VIII III to be satisfied if such failure was caused by such Party’s breach the failure of a covenant such Party or agreement contained hereinits affiliates to comply with or perform any of its covenants or obligations set forth in this Agreement.
Appears in 1 contract
Frustration of Conditions. None of Notwithstanding anything to the Parties contrary contained in this Agreement, no Party may rely on the failure of any condition set forth in this Article VIII VII to be satisfied if such failure was caused by the failure of such Party or the failure of such Party’s breach Affiliates to comply with or perform any of a covenant its covenants or agreement contained hereinobligations set forth in this Agreement.
Appears in 1 contract
Samples: Business Combination Agreement (Learn CW Investment Corp)
Frustration of Conditions. None of Notwithstanding anything contained herein to the Parties contrary, no Party may rely on the failure of any condition set forth in this Article VIII ARTICLE II to be satisfied if such failure was caused by the failure of such Party’s breach Party or its Affiliates to comply with or perform any of a covenant its covenants or agreement contained hereinobligations set forth in this Agreement.
Appears in 1 contract
