Waiver of Closing Conditions. Notwithstanding the failure of any one or more of the foregoing conditions, Seller may proceed with the Closing without satisfaction, in whole or in part, of any one or more of such conditions and without written waiver. To the extent that at the Closing, Buyer delivers to Seller a written notice specifying in reasonable detail the failure of any of such conditions or the breach by Buyer of any of the representations or warranties of Buyer contained herein, and nevertheless Seller proceeds with the Closing, Seller shall be deemed to have waived for all purposes any rights or remedies they may have against Buyer by reason of the failure of any such conditions or the breach of any such representations or warranties to the extent described in such notice.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Acadia Healthcare Company, Inc.)
Waiver of Closing Conditions. Notwithstanding the failure of any one or more of the foregoing conditions, Seller Buyer may proceed with the Closing without satisfaction, in whole or in part, of any one or more of such conditions and without written waiverconditions. To the extent that at the Closing, Buyer Seller delivers to Seller Buyer a written notice specifying in reasonable detail the failure of any of such conditions or the breach by Buyer of any of the representations or warranties of Buyer Seller contained herein, and nevertheless Seller Buyer proceeds with the Closing, Seller Buyer shall be deemed to have waived for all purposes any rights or remedies they it may have against Buyer the by reason of the failure of any such conditions or the breach of any such representations or warranties to the extent described in such notice.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Acadia Healthcare Company, Inc.)
Waiver of Closing Conditions. Notwithstanding the failure of any one or more of the foregoing conditions, Seller Buyer may proceed with the Closing without satisfaction, in whole or in part, of any one or more of such conditions and without written waiverconditions. To the extent that at the Closing, Sellers deliver to Buyer delivers to Seller a written notice specifying in reasonable detail the failure of any of such conditions or the breach by Buyer of any of the representations or warranties of Buyer Sellers contained herein, and nevertheless Seller Buyer proceeds with the Closing, Seller Buyer shall be deemed to have waived for all purposes any rights or remedies they it may have against Buyer the by reason of the failure of any such conditions or the breach of any such representations or warranties to the extent described in such notice.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Acadia Healthcare Company, Inc.)
Waiver of Closing Conditions. Notwithstanding the failure of any one or more of the foregoing conditions, Seller Sellers may proceed with the Closing without satisfaction, in whole or in part, of any one or more of such conditions and without written waiver. To the extent that at the Closing, Buyer delivers to Seller Sellers a written notice specifying in reasonable detail the failure of any of such conditions or the breach by Buyer of any of the representations or warranties of Buyer contained herein, and nevertheless Seller proceeds with the Closing, Seller Sellers shall be deemed to have waived for all purposes any rights or remedies they may have against Buyer by reason of the failure of any such conditions or the breach of any such representations or warranties to the extent described in such notice.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Acadia Healthcare Company, Inc.)