Common use of Notice and Effect of Failure to Comply with Conditions Clause in Contracts

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT and ACME shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, (i) cause any of the representations or warranties of any Party contained herein to be untrue or inaccurate in any material respect, or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the obligations of the Parties hereunder.

Appears in 2 contracts

Samples: Amalgamation Agreement, Amalgamation Agreement

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Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT Purchaser and ACME Western shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any such Party contained herein to be untrue or inaccurate in any material respect, ; or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder hereunder; provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the obligations of the Parties hereunder.

Appears in 2 contracts

Samples: Arrangement Agreement (Marathon Oil Corp), Arrangement Agreement (Marathon Oil Corp)

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT Shellbridge, the Trust and ACME True shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, (i) cause any of the representations or warranties of any Party party contained herein to be untrue or inaccurate in any material respect, or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party party hereunder provided, however, that no such notification will affect the representations or warranties of the Parties parties or the conditions to the obligations of the Parties parties hereunder.

Appears in 2 contracts

Samples: Arrangement Agreement (True Energy Trust), Arrangement Agreement (True Energy Trust)

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT and ACME Party shall give prompt notice to the other Party of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Closing Date of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any Party contained herein to be untrue or inaccurate in any material respect, ; or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder hereunder; provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the obligations of the Parties hereunder.

Appears in 2 contracts

Samples: Reorganization and Investment Agreement, Reorganization and Investment Agreement

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT Purchaser and ACME QAT shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, : (ia) cause any of the representations or warranties of any such Party contained herein to be untrue or inaccurate in any material respect, ; or (iib) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any such Party hereunder hereunder; provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the obligations of the Parties hereunder.

Appears in 2 contracts

Samples: Arrangement Agreement (Mobile Integrated Systems, Inc.), Arrangement Agreement (Quantitative Alpha Trading Inc.)

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT ARC and ACME Storm shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any such Party contained herein to be untrue or inaccurate in any material respect, ; or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder hereunder; provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the obligations of the Parties hereunder.

Appears in 1 contract

Samples: Arrangement Agreement (Arc Energy Trust)

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT Enerplus and ACME Focus shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any Party contained herein to be untrue or inaccurate in any material respect, or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder hereunder; provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the obligations of the Parties hereunder.

Appears in 1 contract

Samples: Arrangement Agreement (Enerplus Resources Fund)

Notice and Effect of Failure to Comply with Conditions. (a) 6.4 Each of RDT Gideon and ACME Monterra shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any such Party contained herein to be untrue or inaccurate in any material respect, ; or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder hereunder; provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the obligations of the Parties hereunder.

Appears in 1 contract

Samples: Amalgamation Agreement

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT Fulcrum and ACME xXxxxx shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any Party party contained herein to be untrue or inaccurate in any material respect, : or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party party hereunder provided, however, that no such notification will shall affect the representations or warranties of the Parties parties or the conditions to the obligations of the Parties parties hereunder.

Appears in 1 contract

Samples: Amalgamation Agreement (mCloud Technologies Corp.)

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT and ACME the Parties shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any Party contained herein to be untrue or inaccurate in any material respect, or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder hereunder; provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the obligations of the Parties hereunder.

Appears in 1 contract

Samples: Arrangement Agreement (Compton Petroleum Corp)

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT Penn West and ACME Petrofund shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any Party contained herein to be untrue or inaccurate in any material respect, or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder hereunder; provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the obligations of the Parties hereunder.

Appears in 1 contract

Samples: Arrangement Agreement (Penn West Energy Trust)

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT Inner Spirit and ACME PubCo shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, (i) cause any of the representations or warranties of any Party party contained herein to be untrue or inaccurate in any material respect, or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party party hereunder provided, however, that no such notification will affect the representations or warranties of the Parties parties or the conditions to the obligations of the Parties parties hereunder.

Appears in 1 contract

Samples: Amalgamation Agreement

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT WOW and ACME ZoMedica shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any Party such party contained herein to be untrue or inaccurate in any material respect, ; or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder party hereunder; provided, however, that no such notification will shall affect the representations or warranties of the Parties parties or the conditions to the obligations of the Parties parties hereunder.

Appears in 1 contract

Samples: Amalgamation Agreement (Zomedica Pharmaceuticals Corp.)

Notice and Effect of Failure to Comply with Conditions. (a) 7.4 Each of RDT Agrios, MergerSub and ACME BDB shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any such Party contained herein to be untrue or inaccurate in any material respect, ; or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder hereunder; provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the obligations of the Parties hereunder.

Appears in 1 contract

Samples: Merger Agreement

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT Fxxxx and ACME Carpincho (on its behalf and on behalf of Subco) shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, (i) cause any of the representations or warranties of any Party party contained herein to be untrue or inaccurate in any material respect, or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party party hereunder provided, however, that no such notification will affect the representations or warranties of the Parties parties or the conditions to the obligations of the Parties parties hereunder.

Appears in 1 contract

Samples: Master Agreement (Planet 13 Holdings Inc.)

Notice and Effect of Failure to Comply with Conditions. (a) 7.4 Each of RDT Shellco and ACME Target shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any such Party contained herein to be untrue or inaccurate in any material respect, ; or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder hereunder; provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the obligations of the Parties hereunder.

Appears in 1 contract

Samples: Amalgamation Agreement

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT Askott and ACME shall FansUnite will give prompt notice to the other parties of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date Time of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any Party such party contained herein to be untrue or inaccurate in any material respect, ; or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder party hereunder; provided, however, that no such notification will affect the representations or warranties of the Parties party or the conditions to the obligations of the Parties parties hereunder.

Appears in 1 contract

Samples: Amalgamation Agreement

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT Lion and ACME shall Taipan will give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date Date, of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any Party contained herein to be untrue or inaccurate in any material respect, or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder hereunder, provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the or obligations of the Parties hereunder.

Appears in 1 contract

Samples: Amalgamation Agreement

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT and ACME Party shall give prompt notice to the other Parties of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Closing Date of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any Party contained herein to be untrue or inaccurate in any material respect, ; or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder hereunder; provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the obligations of the Parties hereunder.

Appears in 1 contract

Samples: Amalgamation Agreement

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT Xxxxx and ACME Carpincho (on its behalf and on behalf of Subco) shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, (i) cause any of the representations or warranties of any Party party contained herein to be untrue or inaccurate in any material respect, or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party party hereunder provided, however, that no such notification will affect the representations or warranties of the Parties parties or the conditions to the obligations of the Parties parties hereunder.

Appears in 1 contract

Samples: Master Agreement

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Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT Naked and ACME shall SBH will give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date Closing Date, of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any Party contained herein to be untrue or inaccurate in any material respect, or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder hereunder, provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the or obligations of the Parties hereunder.

Appears in 1 contract

Samples: Acquisition Agreement (Search by HEADLINES.COM Corp.)

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT and ACME party shall give prompt notice to the other party of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date Date, of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any Party such party contained herein to be untrue or inaccurate in any material respect, ; or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder party hereunder; provided, however, that no such notification will shall affect the representations or warranties of the Parties parties or the conditions to the obligations of the Parties parties hereunder.

Appears in 1 contract

Samples: Arrangement Agreement

Notice and Effect of Failure to Comply with Conditions. (a) 7.4 Each of RDT Scorp and ACME Target shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any such Party contained herein to be untrue or inaccurate in any material respect, ; or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder hereunder; provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the obligations of the Parties hereunder.

Appears in 1 contract

Samples: Amalgamation Agreement

Notice and Effect of Failure to Comply with Conditions. (a) 7.4 Each of RDT Xxxxx, MergerSub and ACME Target shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any such Party contained herein to be untrue or inaccurate in any material respect, ; or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder hereunder; provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the obligations of the Parties hereunder.

Appears in 1 contract

Samples: Amalgamation Agreement

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT the Clarmin Entities and ACME Cybin shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any such Party contained herein to be untrue or inaccurate in any material respect, ; or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder hereunder; provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the obligations of the Parties hereunder.

Appears in 1 contract

Samples: Amalgamation Agreement (Cybin Inc.)

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT Acquiror and ACME Acquiree shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, (i) cause any of the representations or warranties of any Party such party contained herein to be untrue or inaccurate in any material respect, or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder party hereunder; provided, however, that no such notification will shall affect the representations or warranties of the Parties parties or the conditions to the obligations of the Parties parties hereunder.

Appears in 1 contract

Samples: Amalgamation Agreement (Lucy Scientific Discovery, Inc.)

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT the Altitude Entities and ACME Vibe shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any such Party contained herein to be untrue or inaccurate in any material respect, ; or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder hereunder; provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the obligations of the Parties hereunder.

Appears in 1 contract

Samples: Amalgamation Agreement

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT Purchaser and ACME PrimeWest shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, (i) cause any of the representations or warranties of any Party contained herein to be untrue or inaccurate in any material respect, or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder hereunder; provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the obligations of the Parties hereunder.

Appears in 1 contract

Samples: Arrangement Agreement (Primewest Energy Trust)

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT Siyata and ACME Teslin shall give prompt notice to the other of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any Party party contained herein to be untrue or inaccurate in any material respect, ; or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party party hereunder provided, however, that no such notification will affect the representations or warranties of the Parties parties or the conditions to the obligations of the Parties parties hereunder.

Appears in 1 contract

Samples: Amalgamation Agreement

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT Cervus, Cervus GP and ACME Vasogen shall give prompt notice to the other others of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any Party contained herein to be untrue or inaccurate in any material respect, or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder hereunder; provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the obligations of the Parties hereunder.

Appears in 1 contract

Samples: Arrangement Agreement (Vasogen Inc)

Notice and Effect of Failure to Comply with Conditions. (a) Each of RDT and ACME Party shall give prompt notice to the other Party of the occurrence, or failure to occur, at any time from the Agreement Date to the Effective Closing Date of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any Party contained herein to be untrue or inaccurate in any material respect, ; or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder hereunder, provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the obligations of the Parties hereunder.

Appears in 1 contract

Samples: Investment Agreement

Notice and Effect of Failure to Comply with Conditions. (a) 7.4 Each of RDT DWR and ACME shall TAI will give prompt notice to the other Parties of the occurrence, or failure to occur, at any time from the Agreement Date date hereof to the Effective Date Time of any event or state of facts which occurrence or failure would, or would be likely to, : (i) cause any of the representations or warranties of any such Party contained herein to be untrue or inaccurate in any material respect, ; or (ii) result in the failure to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any Party hereunder hereunder; provided, however, that no such notification will affect the representations or warranties of the Parties or the conditions to the obligations of the Parties hereunder.

Appears in 1 contract

Samples: Amalgamation Agreement

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