Waiver of Closing Actions. 4.2.1 The Vendor is entitled to waive the Closing Action set forth in Clause 4.1.2 a) in whole or in part at any time prior to the occurrence of Closing by written notice to the Purchaser.
Waiver of Closing Actions. The Seller and the Purchaser may waive the performance of any of the Closing Actions (or parts thereof) by way of written agreement, provided that (i) each of the Closing Actions pursuant to Sections 10.2(a), 10.2(b), 10.2(f), 10.2(g) and 10.2(h) may be unilaterally waived in writing by the Seller, and (ii) each of the Closing Actions pursuant to Sections 10.2(c), 10.2(d) and 10.2(e) may be unilaterally waived in writing by the Purchaser. Any such waiver shall not prejudice any rights or remedies which may be available to the waiving Party under or in connection with this Agreement and may include a requirement that the relevant Closing Action (or parts thereof) shall be fulfilled as soon as possible, and the waiving Party shall be entitled to request such due performance after the Closing Date.
Waiver of Closing Actions. All Closing Actions may be waived, in full or in part, at any time by mutual written agreement of the Joint Representative and the Purchaser. The Purchaser shall be entitled to unilaterally waive, in full or in part, the Closing Actions set forth in Sections 6.2.1(a) through 6.2.1(p) at any time by giving signed written notice to the Joint Representative to such effect. The effect of such waiver shall be limited to eliminating the need that the respective Closing Action is taken on the Targeted Closing Date and, unless otherwise agreed, shall not limit or prejudice any claims that a waiving Party may have with respect to any circumstances relating to such Closing Action not being taken pursuant to this Agreement.
Waiver of Closing Actions. The Parties are entitled at any time to jointly waive the occurrence of each of the Closing Actions referred to in Section 4.2 above. At any time, Seller is entitled to unilaterally waive the occurrence of the Closing Action referred to in Section 4.2(a) above and Purchaser is entitled to unilaterally waive the occurrence of Closing Actions referred to in Section 4.2(b) through 4.2(d). The waiver of the occurrence of a Closing Action entitles the waiving Party at its option to proceed with Closing whilst reserving its rights with respect to the non-occurrence of the relevant Closing Action.
Waiver of Closing Actions. The Closing Actions in clauses 7.2d) to 7.2e) may be waived by the Purchaser. The other Closing Actions may only be waived by mutual agreement of the Parties, such agreement to be made in writing. Any waiver of a Closing Action may be made in full or in part. The effect of a waiver of a Closing Action shall be limited to eliminating the need that such Closing Action be taken at the Closing and, unless otherwise agreed, shall not limit or prejudice any claims that a waiving Party may have with respect to any circumstances relating to such Closing Action not having been taken at the Closing.
Waiver of Closing Actions. All Closing Actions may be waived, in full or in part, at any time by mutual written or Text Form agreement of the Sellers’ Representatives and the Purchaser. The Sellers’ Representatives shall be entitled to unilaterally waive, in full or in part, the Closing Action set forth in Sections 7.2.1(g) and 7.2.1(h) by giving written or Text Form notice to the Purchaser to such effect. The Purchaser shall be entitled to unilaterally waive, in full or in part, all other Closing Actions other than those set forth in Sections 7.2.1(e), 7.2.1(g) and 7.2.1(h) at any time by giving written or Text Form notice to the Sellers’ Representatives to such effect. The effect of any waiver shall, unless otherwise agreed, be limited to eliminating the need that the respective Closing Action is taken on the Scheduled Closing Date and, unless otherwise agreed, shall not limit or prejudice any claims that a waiving Party may have with respect to any circumstances relating to such Closing Action not being taken pursuant to this Agreement.
Waiver of Closing Actions. The Sellers (acting jointly) may unilaterally waive the Closing Actions set forth in Sections 7.3.1.1 and 7.3.2.1 (insofar as the Seller is the recipient of the evidence to be provided therein) and Sections 7.3.1.3, 7.3.1.6, and 7.3.2.2 by way of a joint written notice. The Purchaser may unilaterally waive the Closing Actions set forth in Sections 7.3.1.1 and 7.3.2.1 (insofar as the Purchaser is the recipient of the evidence to be provided therein) and Sections 7.3.1.2, 7.3.1.4 and 7.3.1.5. Each of the aforementioned waivers (each herein also referred to as the “Waiver” or collectively, the “Waivers”) shall have the effect that the Closing Action, which has been waived, shall be considered to be fulfilled with effect to all Parties upon receipt of such notice, it being understood, however, that such Waiver shall not affect the right of the waiving Party to claim damages for a breach of any obligation by the respective other Party/Parties under this Agreement.
Waiver of Closing Actions. Each of the Sellers and Clariant Corp. may unilaterally waive such Closing Actions related to the payment of the cash portions of the Purchase Price or the issuance of the respective Vendor Loan Notes to be issued to it by delivery of written notice to the Purchasers to such effect. All other Closing Actions may be waived jointly by the Sellers, Clariant Corp. and the Purchasers. The effect of a waiver shall be limited to eliminating the need that the respective Closing Action is taken on the Closing Date and shall not limit or prejudice any claims any Party may have with respect to any circumstances relating to such Closing Action not being taken pursuant to this Agreement.
Waiver of Closing Actions. The Purchaser may unilaterally waive the Closing Actions in Sections 8.2(a)(i) and 8.2(a)(iii) by delivery of written notice to the Purchaser. The Seller may unilaterally waive each of the Closing Actions in Sections 8.2(a)(ii), 8.2(a)(v) and 8.2(a)(viii) through 8.2(a)(xii) by delivery of written notice to the Purchaser. The Seller and the Purchaser may jointly waive in writing the Closing Action in Section 8.2(a)(iv). The Seller and the Loan Purchaser may jointly waive in writing the Closing Actions in Sections 8.2(a)(vi) and 8.2(a)(vii). The effect of a waiver shall be limited to eliminating the need that the respective Closing Action is taken on the Closing Date and shall not limit or prejudice any claims any Party may have with respect to any circumstances relating to such Closing Action not being taken pursuant to this Agreement.”
Waiver of Closing Actions. Purchaser may waive each of the Closing Actions set forth in Section 6.6 (other than the Closing Action in Section 6.6(i)) by written notice to Sellers. The effect of a waiver shall be limited to eliminating the need that the respective Closing Action be taken at the Closing, but shall not limit or prejudice any claims any Party may have with respect to any circumstances relating to such Closing Action not being taken pursuant to this Agreement.
