Common use of Occurrence of Outside Date Clause in Contracts

Occurrence of Outside Date. The Effective Time does not occur on or prior to the Outside Date, provided that a Party may not terminate this Agreement pursuant to this Section 7.2(1)(b)(iii) [Occurrence of Outside Date] if the failure of the Effective Time to so occur has been caused by, or is a result of, a breach by such Party of any of its representations or warranties or the failure of such Party to perform any of its covenants or agreements under this Agreement.

Appears in 4 contracts

Samples: Arrangement Agreement (Shockwave Medical, Inc.), Arrangement Agreement (Neovasc Inc), Arrangement Agreement

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Occurrence of Outside Date. The Effective Time does not occur on or prior to the Outside Date, ; provided that a Party may not terminate this Agreement pursuant to this Section 7.2(1)(b)(iii7.2(a)(ii)(C) [Occurrence of Outside Date] if the failure of the Effective Time to so occur has been caused by, or is a result of, a breach by such Party of any of its representations or warranties or the failure of such Party to perform any of its covenants or agreements under this Agreement.; or

Appears in 3 contracts

Samples: Merger Agreement (Agnico Eagle Mines LTD), Merger Agreement (Kirkland Lake Gold Ltd.), Merger Agreement

Occurrence of Outside Date. The Effective Time does not occur on or prior to the Outside Date, provided that a Party may not terminate this Agreement pursuant to this Section 7.2(1)(b)(iii) [Occurrence of Outside Date] if the failure of the Effective Time to so occur has been primarily caused by, or is a result of, by a breach by such Party of any of its representations or warranties or the failure of such Party to perform any of its covenants or agreements under this Agreement.

Appears in 2 contracts

Samples: Arrangement Agreement (Semtech Corp), Arrangement Agreement (Sierra Wireless Inc)

Occurrence of Outside Date. The Effective Time does not occur on or prior to the Outside Date, provided that a Party may not terminate this Agreement pursuant to this Section 7.2(1)(b)(iii7.2(a)(ii)(C) [Occurrence of Outside Date] if the failure of the Effective Time to so occur has been caused by, or is a result of, a breach by such Party of any of its representations or warranties or the failure of such Party to perform any of its covenants or agreements under this Agreement.Agreement (including Section 2.10 or Section 4.5);

Appears in 2 contracts

Samples: Arrangement Agreement (Rogers Communications Inc), Arrangement Agreement

Occurrence of Outside Date. The Effective Time does not occur on or prior to the Outside Date, provided that a Party may not terminate this Agreement pursuant to this Section 7.2(1)(b)(iii) [Occurrence of Outside Date] if the failure of the Effective Time to so occur has been primarily caused by, or is a result of, by a breach by such Party of any of its representations or warranties or the failure of such Party to perform any of its covenants or agreements under this Agreement.

Appears in 1 contract

Samples: Arrangement Agreement (Nuvei Corp)

Occurrence of Outside Date. The Effective Time does not occur on or prior to the Outside Date, ; provided that a Party may not terminate this Agreement pursuant to this Section 7.2(1)(b)(iii7.2(2)(c) [Occurrence of Outside Date] if the failure of the Effective Time to so occur has been caused by, or is a result of, a breach by such Party of any of its representations or warranties or the failure of such Party to perform any of its covenants or agreements under this AgreementAgreement (other than those covenants or conditions which by their terms are to be satisfied at the Effective Time).

Appears in 1 contract

Samples: Arrangement Agreement (Trillium Therapeutics Inc.)

Occurrence of Outside Date. The Effective Time does not occur on or prior to the Outside Date, provided that a Party may not terminate this Agreement pursuant to this Section 7.2(1)(b)(iii7.2(2)(c) [Occurrence of Outside Date] if the failure of the Effective Time to so occur has been caused by, or is a result of, a breach by such Party of any of its representations or warranties or the failure of such Party to perform any of its covenants or agreements under this Agreement.

Appears in 1 contract

Samples: Arrangement Agreement (Haemonetics Corp)

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Occurrence of Outside Date. The Effective Time does not occur on or prior to the Outside Date, ; provided that a Party may not terminate this Agreement pursuant to this Section 7.2(1)(b)(iii7.2(2)(c) [Occurrence of Outside Date] if the failure of the Effective Time to so occur has been caused by, or is a result of, a breach by such Party of any of its representations or warranties or the failure of such Party to perform any of its covenants or agreements required to be performed under this AgreementAgreement shall have been a material cause of the failure of the Effective Time to so occur.

Appears in 1 contract

Samples: Arrangement Agreement (Fusion Pharmaceuticals Inc.)

Occurrence of Outside Date. The Effective Time does not occur on or prior to the Outside Date, provided that a Party may not terminate this Agreement pursuant to this Section 7.2(1)(b)(iii) [Occurrence of Outside Date] if the failure of the Effective Time to so occur has been caused by, or is a result of, a breach by such Party (or, in the case of Guarantor, by Guarantor or Purchaser) of any of its representations or warranties or the failure of such Party to perform any of its covenants or agreements under this Agreement.

Appears in 1 contract

Samples: Arrangement Agreement (Clementia Pharmaceuticals Inc.)

Occurrence of Outside Date. The Effective Time does not occur on or prior to the Outside Date, ; provided that a Party may not terminate this Agreement pursuant to this Section 7.2(1)(b)(iii7.2(2)(c) [Occurrence of Outside Date] if the failure of the Effective Time to so occur has been caused by, or is a result of, a breach by such Party of any of its representations or warranties or the failure of such Party to perform any of its covenants or agreements under this Agreement.

Appears in 1 contract

Samples: ca.practicallaw.thomsonreuters.com

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