Common use of Material Breach of Representation, Warranty or Covenant Clause in Contracts

Material Breach of Representation, Warranty or Covenant. By either Buyer or Target (provided, that the terminating Party is not then in material breach of any representation, warranty, covenant or other agreement contained in this Agreement), if there shall have been a breach of any of the covenants or agreements or any of the representations or warranties set forth in this Agreement on the part of Target, in the case of a termination by Buyer, or Buyer, in the case of a termination by Target, which breach, either individually or in the aggregate, would result in, if occurring or continuing at the Effective Time, the failure of the conditions set forth in Section 7.2 or 7.3, as the case may be, and which is not cured within 45 days following written notice to the Party committing such breach or by its nature or timing cannot be cured within such time period;

Material Breach of Representation, Warranty or Covenant. By either Buyer or Target (provided, provided that the terminating Party is not then in material breach of any representation, warranty, covenant or other agreement contained in this Agreement), if there shall have been a breach of any of the covenants or agreements or any of the representations or warranties set forth in this Agreement on the part of Target, in the case of a termination by Buyer, or Buyer, in the case of a termination by Target, which breach, either individually or in the aggregate, would result in, if occurring or continuing at on the Effective TimeClosing Date, the failure of the conditions set forth in Section 7.2 or 7.3, as the case may be, and which is not cured within 45 days following written notice to the Party committing such breach or by its nature or timing cannot be cured within such time period;; or

Material Breach of Representation, Warranty or Covenant. By either Buyer or Target Seller (provided, provided that the terminating Party is not then in material breach of any representation, warranty, covenant or other agreement contained in this Agreement), if there shall have been a breach of any of the covenants or agreements or any of the representations or warranties set forth in this Agreement on the part of TargetSeller, in the case of a termination by Buyer, or Buyer, in the case of a termination by TargetSeller, which breach, either individually or in the aggregate, would result in, if occurring or continuing at on the Effective TimeClosing Date, the failure of the conditions set forth in Section 7.2 or 7.3, as the case may be, and which is not cured within 45 days following written notice to the Party committing such breach or by its nature or timing cannot be cured within such time period;; or

Material Breach of Representation, Warranty or Covenant. By either Buyer, Buyer Bank or Target Seller (provided, provided that the terminating Party is not then in material breach of any representation, warranty, covenant or other agreement contained in this Agreement), if there shall have been a material breach of any of the covenants or agreements or any of the representations or warranties set forth in this Agreement on the part of TargetSeller, in the case of a termination by BuyerBuyer or Buyer Bank, or BuyerBuyer or Buyer Bank, in the case of a termination by TargetSeller, which material breach, either individually or in the aggregate, would result in, if occurring or continuing at on the Effective TimeClosing Date, the failure of the conditions set forth in Section 7.2 or 7.3, as the case may be, and which is not cured within 45 days following written notice to the Party committing such breach or by its nature or timing cannot be cured within such time period;; or

Material Breach of Representation, Warranty or Covenant. By either Buyer or Target Seller (provided, provided that the terminating Party is not then in material breach of any representation, warranty, covenant or other agreement contained in this Agreement), if there shall have been a material breach of any of the covenants or agreements or any of the representations or warranties set forth in this Agreement on the part of TargetSeller, in the case of a termination by Buyer, or Buyer, in the case of a termination by TargetSeller, which material breach, either individually or in the aggregate, would result in, if occurring or continuing at on the Effective TimeClosing Date, the failure of the conditions set forth in Section 7.2 or 7.3, as the case may be, Article VII and which is not cured within 45 days following written notice to the Party committing such breach or by its nature or timing cannot be cured within such time period;.

Material Breach of Representation, Warranty or Covenant. By either Seller, Buyer or Target NewBridge Bank (provided, provided that the terminating Party party is not then in material breach of any representation, warranty, covenant or other agreement contained in this Agreement), if there shall have been a material breach of any of the covenants or agreements or any of the representations or warranties set forth in this Agreement on the part of TargetSeller, in the case of a termination by BuyerBuyer or NewBridge Bank, or BuyerBuyer or NewBridge Bank, in the case of a termination by TargetSeller, which material breach, either individually or in the aggregate, would result in, if occurring or continuing at on the Effective TimeClosing Date, the failure of the conditions set forth in Section 7.2 or 7.3, as the case may be, and which is not cured within 45 days following written notice to the Party committing such breach or by its nature or timing cannot be cured within such time period;; or

Material Breach of Representation, Warranty or Covenant. By either Buyer or Target (provided, provided that the terminating Party is not then in material breach of any representation, warranty, covenant or other agreement contained in this Agreement), if there shall have been a breach of any of the covenants or agreements or any of the representations or warranties set forth in this Agreement on the part of Target, in the case of a termination by Buyer, or Buyer, in the case of a termination by Target, which breach, either individually or in the aggregate, would result in, if occurring or continuing at the Effective Time, the failure of the conditions set forth in Section 7.2 or 7.3, as the case may be, and which is not cured within 45 days following written notice to the Party committing such breach or by its nature or timing cannot be cured within such time period;; or

Material Breach of Representation, Warranty or Covenant. By either Buyer or Target Seller (provided, provided that the terminating Party is not then in material breach of any representation, warranty, covenant or other agreement contained in this Agreement), if there shall have been a material breach of any of the covenants or agreements or any of the representations or warranties set forth in this Agreement on the part of TargetSeller, in the case of a termination by Buyer, or Buyer, in the case of a termination by TargetSeller, which material breach, either individually or in the aggregate, would result in, if occurring or continuing at on the Effective TimeClosing Date, the failure of the conditions set forth in Section 7.2 or 7.3, as the case may be, and which is not cured within 45 days following written notice to the Party committing such breach or by its nature or timing cannot be cured within such time period;; or

Material Breach of Representation, Warranty or Covenant. By either Buyer or Target Seller (provided, provided that the terminating Party is not then in material breach of any representation, warranty, covenant or other agreement contained in this Agreement), if there shall have been a material breach of any of the covenants or agreements or any of the representations or warranties set forth in this Agreement on the part of TargetSeller, in the case of a termination by Buyer, or Buyer, in the case of a termination by TargetSeller, which material breach, either individually or in the aggregate, would result in, if occurring or continuing at on the Effective TimeClosing Date, the failure of the conditions set forth in Section 7.2 or 7.3, as the case may be, Article VII and which is not cured within 45 days following written notice to the Party committing such breach or by its nature or timing cannot be cured within such time period;; or

Material Breach of Representation, Warranty or Covenant. By either Seller, Buyer or Target NewBridge Bank (provided, provided that the terminating Party party is not then in material breach of any representation, warranty, covenant or other agreement contained in this Agreement), if if, subject to the standard set forth in Section 9.2, there shall have been a material breach of any of the covenants or agreements or any of the representations or warranties set forth in this Agreement on the part of TargetSeller, in the case of a termination by BuyerBuyer or NewBridge Bank, or BuyerBuyer or NewBridge Bank, in the case of a termination by TargetSeller, which material breach, either individually or in the aggregate, would result in, if occurring or continuing at on the Effective TimeClosing Date, the failure of the conditions set forth in Section 7.2 or 7.3, as the case may be, and which is not cured within 45 days following written notice to the Party party committing such breach or by its nature or timing cannot be cured within such time period;; or