Common use of NON-FULFILMENT OF CONDITIONS ETC Clause in Contracts

NON-FULFILMENT OF CONDITIONS ETC. FOR THE BENEFIT OF THE VENDOR In the event that any condition, obligation, covenant or agreement of the Purchaser to be fulfilled and/or performed hereunder at or prior to the Time of Closing, including, without limitation, the conditions set forth in this Article 15, shall not be fulfilled and/or performed at or prior to the Time of Closing, the Vendor may rescind this Agreement by notice to the Purchaser and in such event the Vendor shall be released from all obligations hereunder and, unless the Vendor can show that the one or more conditions, obligations, covenants or agreements for the non-fulfilment or non-performance of which the Vendor has rescinded this Agreement is or are reasonably capable of being fulfilled and/or performed or caused to be fulfilled and/or performed by the Purchaser, then the Purchaser shall also be released from all obligations hereunder except those set forth in Section 11.1.1; provided, however, that any of the said conditions, obligations, covenants or agreement may be waived in whole or in part by the Vendor without prejudice to its right of rescission in the event of the non-fulfilment and/or non-performance of any other condition, obligation, covenant or agreement, any such waiver to be binding upon the Vendor only if the same is in writing.

NON-FULFILMENT OF CONDITIONS ETC. FOR THE BENEFIT OF THE VENDOR for the Benefit of the Purchaser ------------------------------------------------------------------ In the event that any condition, obligation, covenant or agreement of any of the Purchaser Vendors to be fulfilled and/or performed hereunder at or prior to the Time of Closing, including, without limitation, the conditions set forth in this Article 1512, shall not be fulfilled and/or performed at or prior to the Time of Closing, the Vendor Purchaser may rescind terminate this Agreement by notice to each of the Purchaser Vendors and in such event the Vendor Purchaser shall be released from all obligations hereunder except for obligations under the Letter referred to in Section 16.7 and, unless the Vendor Purchaser can show that the one or more conditions, obligations, covenants or agreements for the non-fulfilment or non-performance of which the Vendor Purchaser has rescinded terminated this Agreement is or are reasonably capable of being fulfilled and/or performed or caused to be fulfilled and/or performed by the PurchaserVendors, then each of the Purchaser Vendors shall also be released from all obligations hereunder except those set forth for obligations under the Letter referred to in Section 11.1.116.7; provided, however, that any of the said conditions, obligations, covenants or agreement agreements may be waived in whole or in part by the Vendor Purchaser without prejudice to its the Purchaser's right of rescission in the event of the non-fulfilment and/or non-performance of any other condition, obligation, covenant or agreement, any such waiver to be binding upon on the Vendor Purchaser only if the same is in writing.. Article 13 ---------- VENDORS' CONDITIONS OF CLOSING ------------------------------

NON-FULFILMENT OF CONDITIONS ETC. FOR THE BENEFIT OF THE VENDOR PURCHASER In the event that any condition, obligation, covenant or agreement of the Purchaser Vendor to be fulfilled and/or performed hereunder at or prior to the Time of Closing, including, without limitation, the conditions set forth in this Article 1514, shall not be fulfilled and/or performed at or prior to the Time of Closing, the Vendor Purchaser may rescind this Agreement by notice to the Purchaser Vendor and in such event the Vendor Purchaser shall be released from all obligations hereunder except those set forth in Section 11.1.1 and, unless the Vendor Purchaser can show that the one or more conditions, obligations, covenants or agreements for the non-fulfilment or non-performance of which the Vendor Purchaser has rescinded this Agreement is or are reasonably capable of being fulfilled and/or performed or caused to be fulfilled and/or performed by the Purchaser, Vendor then the Purchaser Vendor shall also be released from all obligations hereunder except those set forth in Section 11.1.1hereunder; provided, however, that any of the said conditions, obligations, covenants or agreement agreements may be waived in whole or in part by the Vendor Purchaser without prejudice to its the Purchaser's right of rescission in the event of the non-fulfilment and/or non-performance of any other condition, obligation, covenant or agreement, any such waiver to be binding upon on the Vendor Purchaser only if the same is in writing.

NON-FULFILMENT OF CONDITIONS ETC. FOR THE BENEFIT OF THE VENDOR PURCHASER In the event that any condition, obligation, covenant or agreement of the Purchaser Vendor to be fulfilled and/or performed hereunder at or prior to the Time of Closing, including, without limitation, the conditions set forth in this Article 1514, shall not be fulfilled and/or performed at or prior to the Time of Closing, the Vendor Purchaser may rescind this Agreement by notice to the Purchaser Vendor and in such event the Vendor Purchaser shall be released from all obligations hereunder and, unless the Vendor Purchaser can show that the one or more conditions, obligations, covenants or agreements for the non-fulfilment or non-performance of which the Vendor Purchaser has rescinded this Agreement is or are reasonably capable of being fulfilled and/or performed or caused to be fulfilled and/or performed by the PurchaserVendor, then the Purchaser Vendor shall also be released from all obligations hereunder except those set forth in Section 11.1.1hereunder; provided, however, that any of the said conditions, obligations, covenants or agreement agreements may be waived in whole or in part by the Vendor Purchaser without prejudice to its the Purchaser's right of rescission in the event of the non-fulfilment and/or non-performance of any other condition, obligation, covenant or agreement, any such waiver to be binding upon on the Vendor Purchaser only if the same is in writing.

NON-FULFILMENT OF CONDITIONS ETC. FOR THE BENEFIT OF THE VENDOR for the Benefit of the Vendors ---------------------------------------------------------------- In the event that any condition, obligation, covenant or agreement of the Purchaser or E-TEK to be fulfilled and/or performed hereunder at or prior to the Time of Closing, including, without limitation, the conditions set forth in this Article 1513, shall not be fulfilled and/or performed at or prior to the Time of Closing, any of the Vendor Vendors may rescind terminate this Agreement by notice to the Purchaser and E-TEK and in such event each of the Vendor Vendors shall be released from all obligations hereunder (except for obligations under the Letter referred to in Section 16.7) and, unless the Vendor Vendors can show that the one or more conditions, obligations, covenants or agreements for the non-fulfilment or non-non- performance of which any or all of the Vendor has rescinded Vendors have terminated this Agreement is or are reasonably capable of being fulfilled and/or performed or caused to be fulfilled and/or performed by the PurchaserPurchaser or E-TEK, then the Purchaser and E- TEK shall also be released from all obligations hereunder except those set forth in the Letter referred to in Section 11.1.116.7; provided, however, that any of the said conditions, obligations, covenants or agreement may be waived in whole or in part by either of the Vendor Vendors without prejudice to its right their respective rights of rescission in the event of the non-fulfilment and/or non-performance of any other condition, obligation, covenant or agreement, any such waiver to be binding upon the Vendor Vendors only if the same is in writing.

NON-FULFILMENT OF CONDITIONS ETC. FOR THE BENEFIT OF THE VENDOR VENDORS In the event that any condition, obligation, covenant or agreement of the Purchaser to be fulfilled and/or performed hereunder at or prior to the Time of Closing, including, without limitation, the conditions set forth in this Article 1511, shall not be fulfilled and/or performed at or prior to the Time of Closing, all but not less than all of the Vendor Vendors may rescind this Agreement by notice to the Purchaser and in such event each of the Vendor Vendors shall be released from all obligations hereunder and, unless the Vendor Vendors can show that the one or more conditions, obligations, covenants or agreements for the non-fulfilment or non-performance of which all of the Vendor has Vendors have rescinded this Agreement is or are reasonably capable of being fulfilled and/or performed or caused to be fulfilled and/or performed by the Purchaser, then the Purchaser shall also be released from all obligations hereunder except those set forth in Section 11.1.1hereunder; provided, however, that any of the said conditions, obligations, covenants or agreement may be waived in whole or in part by all but not less than all of the Vendor Vendors without prejudice to its right their respective rights of rescission in the event of the non-fulfilment and/or non-non- performance of any other condition, obligation, covenant or agreement, any such waiver to be binding upon the Vendor Vendors only if the same is in writing.. For the purposes of this Section 11.2, all notices to be given to