Common use of Waiver; Remedies Cumulative Clause in Contracts

Waiver; Remedies Cumulative. (a) The rights and remedies of the parties to this Agreement are cumulative and not alternative. Neither any failure nor any delay by any party in exercising any right, power or privilege under this Agreement or any of the documents referred to in this Agreement will operate as a waiver of such right, power or privilege and no single or partial exercise of any such right, power or privilege will preclude any other or further exercise of such right, power or privilege or the exercise of any other right, power or privilege. To the maximum extent permitted by applicable law, (i) no claim or right arising out of this Agreement or any of the documents referred to in this Agreement can be discharged by one party, in whole or in part, by a waiver or renunciation of the claim or right unless in writing signed by the other party; (ii) no waiver that may be given by a party will be applicable except in the specific instance for which it is given; and (iii) no notice to or demand on one party will be deemed to be a waiver of any obligation of that party or of the right of the party giving such notice or demand to take further action without notice or demand as provided in this Agreement or the documents referred to in this Agreement. (b) At any time prior to the Effective Time, Parent (with respect to the Company) and the Company (with respect to Parent and Merger Sub), may, to the extent legally allowed, (i) extend the time for the performance of any of the obligations or other acts of such party to this Agreement, (ii) waive any inaccuracies in the representation and warranties contained in this Agreement or any document delivered pursuant to this Agreement and (iii) waive compliance with any covenants, obligations or conditions contained in this Agreement. Any agreement on the part of a party to this Agreement to any such extension or waiver shall be valid only if set forth in a written instrument signed on behalf of such party.

Waiver; Remedies Cumulative. (a) The rights and remedies No failure or delay on the part of the parties to this Agreement are cumulative and not alternative. Neither any failure nor any delay by any party hereto in exercising the exercise of any right, power right hereunder shall impair such right or privilege under this Agreement or any of the documents referred be construed to in this Agreement will operate as be a waiver of, or acquiescence in, any breach of such rightany representation, power warranty or privilege and no agreement herein, nor shall any single or partial exercise of any such right, power or privilege will right preclude any other or further exercise of such right, power thereof or privilege or the exercise of any other right, power or privilege. To the maximum extent permitted by applicable law, (ia) no claim or right arising out of this Agreement or any of the documents referred to in this Agreement can be discharged by one partyparty hereto, in whole or in part, by a waiver or renunciation of the claim or right unless in writing signed by the other partyparty or parties hereto (in the case of the Stockholders, by a number of Stockholders who are entitled to receive or have received, in the aggregate, *** of the shares of Parent Common Stock to be issued hereby at the Effective Time if prior to the Effective Time, or a majority of the shares of Parent Common Stock issued hereby if subsequent to the Effective Time); (iib) no waiver that may be given by a party hereto will be applicable except in the specific instance for which it is given; and (iiic) no notice to or demand on one party will be deemed to be a waiver of any obligation of that such party or of the right of the party giving such notice or demand to take further action without notice or demand as provided in this Agreement or the documents referred to in this Agreement. (b) At any time prior to the Effective Time, Parent (with respect to the Company) . All rights and the Company (with respect to Parent and Merger Sub), may, to the extent legally allowed, (i) extend the time for the performance of any of the obligations or other acts of such party to this Agreement, (ii) waive any inaccuracies in the representation and warranties contained in remedies existing under this Agreement are in addition to, and not exclusive of, any rights or any document delivered pursuant to this Agreement and (iii) waive compliance with any covenants, obligations or conditions contained in this Agreement. Any agreement on the part of a party to this Agreement to any such extension or waiver shall be valid only if set forth in a written instrument signed on behalf of such partyremedies otherwise available.

Waiver; Remedies Cumulative. (a) The rights and remedies of the parties Parties to this Agreement are cumulative and not alternative. Neither any failure nor any delay by any party Party in exercising any right, power or privilege under this Agreement or any of the documents referred to in this Agreement will operate as a waiver of such right, power or privilege privilege, and no single or partial exercise of any such right, power or privilege will preclude any other or further exercise of such right, power or privilege or the exercise of any other right, power or privilege. To the maximum extent permitted by applicable law, (ia) no claim or right arising out of this Agreement or any of the documents referred to in this Agreement can be discharged by one partyParty, in whole or in part, by a waiver or renunciation of the claim or right unless in writing signed by the other party; Party, (iib) no waiver that may be given by a party Party will be applicable except in the specific instance for which it is given; and , (iiic) no notice to or demand on one party Party will be deemed to be a waiver of any obligation of that party Party or of the right of the party Party giving such notice or demand to take further action without notice or demand as provided in this Agreement or the documents referred to in this Agreement. (b) At any time prior to the Effective Time, Parent (with respect to the Company) and the Company (with respect to Parent and Merger Sub), may, to the extent legally allowed, (id) extend the time for the subsequent acceptance of performance hereunder by a Party shall not be deemed to be a waiver of any preceding breach by any other Party of the obligations any term, covenant or other acts condition of such party to this Agreement, (ii) waive any inaccuracies in other than the representation and warranties contained in this Agreement or any document delivered pursuant failure of such other Party to this Agreement perform the particular duties so accepted, regardless of the accepting Party’s knowledge of such preceding breach at the time of acceptance of such performance, and (iiie) waive compliance with the waiver of any covenantsterm, obligations covenant or conditions contained in condition shall not be construed as a waiver of any other term, covenant or condition of this Agreement. Any agreement on the part of a party to this Agreement to any such extension or waiver shall be valid only if set forth in a written instrument signed on behalf of such party.

Waiver; Remedies Cumulative. (a) The rights and remedies of the parties to this Agreement are cumulative and not alternative. Neither any failure nor any delay by any party in exercising any right, power or privilege under this Agreement or any of the documents referred to in this Agreement will operate as a waiver of such right, power or privilege privilege, and no single or partial exercise of any such right, power or privilege will preclude any other or further exercise of such right, power or privilege or the [*] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, IS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED. exercise of any other right, power or privilege. To the maximum extent permitted by applicable law, Legal Requirement: (ia) no claim or right arising out of this Agreement or any of the documents referred to in this Agreement can be discharged by one party, in whole or in part, by a waiver or renunciation of the claim or right unless in writing signed by the other partyparties; (iib) no waiver that may be given by a party will be applicable except in the specific instance for which it is given; and (iiic) no notice to or demand on one party will be deemed to be a waiver of any obligation of that party or of the right of the party giving such notice or demand to take further action without notice or demand as provided in this Agreement or the documents referred to in this Agreement. (b) At any time prior to the Effective Time, Parent (with respect to the Company) and the Company (with respect to Parent and Merger Sub), may, to the extent legally allowed, (i) extend the time for the performance of any of the obligations or other acts of such party to this Agreement, (ii) waive any inaccuracies in the representation and warranties contained in this Agreement or any document delivered pursuant to this Agreement and (iii) waive compliance with any covenants, obligations or conditions contained in this Agreement. Any agreement on the part of a party to this Agreement to any such extension or waiver shall be valid only if set forth in a written instrument signed on behalf of such party.

Waiver; Remedies Cumulative. Any party hereto may (a) The rights and remedies of the parties to this Agreement are cumulative and not alternative. Neither any failure nor any delay by any party in exercising any right, power or privilege under this Agreement or any of the documents referred to in this Agreement will operate as a waiver of such right, power or privilege and no single or partial exercise of any such right, power or privilege will preclude any other or further exercise of such right, power or privilege or the exercise of any other right, power or privilege. To the maximum extent permitted by applicable law, (i) no claim or right arising out of this Agreement or any of the documents referred to in this Agreement can be discharged by one party, in whole or in part, by a waiver or renunciation of the claim or right unless in writing signed by the other party; (ii) no waiver that may be given by a party will be applicable except in the specific instance for which it is given; and (iii) no notice to or demand on one party will be deemed to be a waiver of any obligation of that party or of the right of the party giving such notice or demand to take further action without notice or demand as provided in this Agreement or the documents referred to in this Agreement. (b) At any time prior to the Effective Time, Parent (with respect to the Company) and the Company (with respect to Parent and Merger Sub), may, to the extent legally allowed, (i) extend the time for the performance of any of the obligations or other acts of such any other party to this Agreementhereto, (iib) waive any inaccuracies in the representation representations and warranties of the other party hereto contained herein or in this Agreement or any document delivered by such other party pursuant to this Agreement and hereto, or (iiic) waive compliance with any covenants, obligations of the agreements of the other party hereto or conditions to such party’s obligations contained in this Agreementherein. Any agreement on the part of a party to this Agreement to any such extension or waiver shall will be valid only if set forth in an instrument in writing signed by the party hereto to be bound thereby. No failure or delay of any party hereto to exercise any right or remedy given such party under this Agreement or otherwise available to such party or to insist upon strict compliance by any other party hereto with its obligations hereunder, and no custom or practice of the parties hereto in variance with the terms hereof, will constitute a written instrument signed on behalf waiver of any right of a party hereto to demand exact compliance with the terms hereof, unless such waiver is set forth in writing and executed by such party. Notwithstanding anything in this Agreement to the contrary, no party shall be liable for special, punitive, exemplary, incidental, consequential or indirect damages, lost profits, lost opportunity or losses calculated by reference to any multiple of earnings before interest, Tax, depreciation or amortization, whether based on contract, tort, strict liability, other Law or otherwise and whether or not arising from the other party’s sole, joint or concurrent negligence, strict liability or other fault for any matter relating to this Agreement or the Transactions. The rights and remedies of the parties hereto provided herein are cumulative and not exclusive, and the exercise by any party hereto of any right or remedy does not preclude the exercise of any other rights or remedies that may now or subsequently be available at Law or in any other agreement between the parties hereto, or otherwise.

Waiver; Remedies Cumulative. (a) The rights and remedies No failure or delay on the part of the parties to this Agreement are cumulative and not alternative. Neither any failure nor any delay by any party hereto in exercising the exercise of any right, power right hereunder shall impair such right or privilege under this Agreement or any of the documents referred be construed to in this Agreement will operate as be a waiver of, or acquiescence in, any breach of such rightany representation, power warranty or privilege and no agreement herein, nor shall any single or partial exercise of any such right, power or privilege will right preclude any other or further exercise thereof or of such right, power or privilege or the exercise of THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH A *** AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. any other right, power or privilege. To the maximum extent permitted by applicable law, (ia) no claim or right arising out of this Agreement or any of the documents referred to in this Agreement can be discharged by one partyparty hereto, in whole or in part, by a waiver or renunciation of the claim or right unless in writing signed by the other partyparty or parties hereto (in the case of the Stockholders, by a number of Stockholders who are entitled to receive or have received, in the aggregate, *** of the shares of Parent Common Stock to be issued hereby at the Effective Time if prior to the Effective Time, or a majority of the shares of Parent Common Stock issued hereby if subsequent to the Effective Time); (iib) no waiver that may be given by a party hereto will be applicable except in the specific instance for which it is given; and (iiic) no notice to or demand on one party will be deemed to be a waiver of any obligation of that such party or of the right of the party giving such notice or demand to take further action without notice or demand as provided in this Agreement or the documents referred to in this Agreement. (b) At any time prior to the Effective Time, Parent (with respect to the Company) . All rights and the Company (with respect to Parent and Merger Sub), may, to the extent legally allowed, (i) extend the time for the performance of any of the obligations or other acts of such party to this Agreement, (ii) waive any inaccuracies in the representation and warranties contained in remedies existing under this Agreement are in addition to, and not exclusive of, any rights or any document delivered pursuant to this Agreement and (iii) waive compliance with any covenants, obligations or conditions contained in this Agreement. Any agreement on the part of a party to this Agreement to any such extension or waiver shall be valid only if set forth in a written instrument signed on behalf of such partyremedies otherwise available.

Waiver; Remedies Cumulative. (a) The rights and remedies of the parties to this Agreement are cumulative and not alternative. Neither any failure nor any delay by any party in exercising any right, power or privilege under this Agreement or any of the documents referred to in this Agreement will operate as a waiver of such right, power or privilege privilege, and no single or partial exercise of any such right, power or privilege will preclude any other or further exercise of such right, power or privilege or the exercise of any other right, power or privilege. To the maximum extent permitted by applicable law, (ia) no claim or right arising out of this Agreement or any of the documents referred to in this Agreement can be discharged by one party, in whole or in part, by a waiver or renunciation of the claim or right unless in writing signed by the other party; (iib) no waiver that may be given by a party will be applicable except in the specific instance for which it is given; and (iiic) no notice to or demand on one party will be deemed to be a waiver of any obligation of that party or of the right of the party giving such notice or demand to take further action without notice or demand as provided in this Agreement or the documents referred to in this Agreement. (b) At any time . Entire Agreement and Modification. This Agreement supersedes all prior to agreements, whether written or oral, between the Effective Time, Parent (parties with respect to the Companyits subject matter (including any letter of intent and any confidentiality agreement between Buyer and Seller) and the Company constitutes (along with respect to Parent Exhibits and Merger Sub), may, to the extent legally allowed, (i) extend the time for the performance of any of the obligations or other acts of such party to this Agreement, (ii) waive any inaccuracies in the representation and warranties contained in this Agreement or any document documents delivered pursuant to this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement and (iii) waive compliance with any covenantsmay not be amended, obligations supplemented, or conditions contained in this Agreement. Any otherwise modified except by a written agreement on executed by the part of a party to this Agreement to any such extension or waiver shall be valid only if set forth in a written instrument signed on behalf of such partycharged with the amendment.

Waiver; Remedies Cumulative. (a) The rights and remedies No failure or delay on the part of the parties to this Agreement are cumulative and not alternative. Neither any failure nor any delay by any party hereto in exercising the exercise of any right, power right hereunder shall impair such right or privilege under this Agreement or any of the documents referred be construed to in this Agreement will operate as be a waiver of, or acquiescence in, any breach of such rightany representation, power warranty or privilege and no agreement herein, nor shall any single or partial exercise of any such right, power or privilege will right preclude any other or further exercise of such right, power thereof or privilege or the exercise of any other right, power or privilege. To the maximum extent permitted by applicable lawLaw, (ia) no claim or right arising out of this Agreement or any of the documents referred to in this Agreement can be discharged by one party, in whole or in part, by a waiver or renunciation of the claim or right unless in writing signed by the other party; (iib) no waiver that may be given by a party will be applicable except in the specific instance for which it is given; and (iiic) no notice to or demand on one party will be deemed to be a waiver of any obligation of that such party or of the right of the party giving such notice or demand THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH A *** AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT REQUESTED to take further action without notice or demand as provided in this Agreement or the documents referred to in this Agreement. (b) At any time prior to the Effective Time, Parent (with respect to the Company) . All rights and the Company (with respect to Parent and Merger Sub), may, to the extent legally allowed, (i) extend the time for the performance of any of the obligations or other acts of such party to this Agreement, (ii) waive any inaccuracies in the representation and warranties contained in remedies existing under this Agreement are in addition to, and not exclusive of, any rights or any document delivered pursuant to this Agreement and (iii) waive compliance with any covenants, obligations or conditions contained in this Agreement. Any agreement on the part of a party to this Agreement to any such extension or waiver shall be valid only if set forth in a written instrument signed on behalf of such partyremedies otherwise available.

Waiver; Remedies Cumulative. (a) The rights and remedies of the parties to this Agreement are cumulative and not alternative. Neither any failure nor any delay by any party in exercising any right, power or privilege under this Agreement or any of the documents referred to in this Agreement will operate as a waiver of such right, power or privilege and no single or partial exercise of any such right, power or privilege will preclude any other or further exercise of such right, power or privilege or the exercise of any other right, power or privilege. To the maximum extent permitted by applicable lawLegal Requirements, (i) no claim or right arising out of this Agreement or any of the documents referred to in this Agreement can be discharged by one party, in whole or in part, by a waiver or renunciation of the claim or right unless in writing signed by the other party; (ii) no waiver that may be given by a party will be applicable except in the specific instance for which it is given; and (iii) no notice to or demand on one party will be deemed to be a waiver of any obligation of that party or of the right of the party giving such notice or demand to take further action without notice or demand as provided in this Agreement or the documents referred to in this Agreement. (b) At any time prior to the Effective TimeClosing Date, the Parent (with respect to the CompanySelling Stockholders) and the Company Stockholders’ Representative (with respect to Parent and Merger Subthe Parent), may, to the extent legally allowed, (i) extend the time for the performance of any of the obligations or other acts of such party to this Agreement, (ii) waive any inaccuracies in the representation and warranties contained in this Agreement or any document delivered pursuant to this Agreement and (iii) waive compliance with any covenants, obligations or conditions contained in this Agreement. Any agreement on the part of a party to this Agreement to any such extension or waiver shall be valid only if set forth in a written instrument signed on behalf of such party.

Waiver; Remedies Cumulative. (a) The rights and remedies of the parties to this Agreement are cumulative and not alternative. Neither any failure nor any delay by any party in exercising any right, power or privilege under this Agreement or any of the documents referred to in this Agreement will operate as a waiver of such right, power or privilege privilege, and no single or partial exercise of any such right, power or privilege will preclude any other or further exercise of such right, power or privilege or the exercise of any other right, power or privilege. To the maximum extent permitted by applicable law, (ia) no claim or right arising out of this Agreement or any of the documents referred to in this Agreement can be discharged by one party, in whole or in part, by a waiver or renunciation of the claim or right unless in writing signed by the other party; (iib) no waiver that may be given by a party will be applicable except in the specific instance for which it is given; and (iiic) no notice to or demand on one party will be deemed to be a waiver of any obligation of that party or of the right of the party giving such notice or demand to take further action without notice or demand as provided in this Agreement or the documents referred to in this Agreement. THE PORTIONS OF THIS AGREEMENT IDENTIFIED BY THE SYMBOL “[* * *]” HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A CONFIDENTIAL TREATMENT REQUEST. (b) At any time prior to the Effective Time, Parent (with respect to the Company) and the Company (with respect to Parent and Merger Sub), may, to the extent legally allowed, (i) extend the time for the performance of any of the obligations or other acts of such party to this Agreement, (ii) waive any inaccuracies in the representation and warranties contained in this Agreement or any document delivered pursuant to this Agreement and (iii) waive compliance with any covenants, obligations or conditions contained in this Agreement. Any agreement on the part of a party to this Agreement to any such extension or waiver shall be valid only if set forth in a written instrument signed on behalf of such party.

Waiver; Remedies Cumulative. (a) The rights and remedies of the parties to this Agreement are cumulative and not alternative. Neither any failure nor any delay by any party in exercising any right, power or privilege under this Agreement or any of the documents referred to in this Agreement will operate as a waiver of such right, power or privilege privilege, and no single or partial exercise of any such right, power or privilege will preclude any other or further exercise of such right, power or privilege or the exercise of any other right, power or privilege. To the maximum extent permitted by applicable law, (ia) no claim or right arising out of this Agreement or any of the documents referred to in this Agreement can be discharged by one on party, in whole or in part, by a waiver or renunciation of the claim or right unless in writing signed by the other party; (iib) no waiver that may be given by a party will be applicable except in the specific instance for which it is given; and (iiic) no notice to or demand on one party will be deemed to be a waiver of any obligation of that party or of the right of the party giving such notice or demand to take further action without notice or demand as provided in this Agreement or the documents referred to in this Agreement. (b) At any time . 9.7 ENTIRE AGREEMENT AND MODIFICATION This Agreement supersedes all prior to agreements, whether written or oral, between the Effective Time, Parent (parties with respect to the Companyits subject matter (including any letter of intent and any confidentiality agreement between Buyer and Seller) and constitutes (along with the Company (with respect to Parent Exhibits, Schedules and Merger Sub), may, to the extent legally allowed, (i) extend the time for the performance of any of the obligations or other acts of such party to this Agreement, (ii) waive any inaccuracies in the representation and warranties contained in this Agreement or any document documents delivered pursuant to this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement and (iii) waive compliance with any covenantsmay not be amended, obligations supplemented, or conditions contained in this Agreement. Any otherwise modified except by a written agreement on executed by the part of a party to this Agreement to any such extension or waiver shall be valid only if set forth in a written instrument signed on behalf of such partycharged with the amendment.

Waiver; Remedies Cumulative. (a) The rights and remedies of the parties Parties to this Agreement or to the Agreement and Plan of Merger are cumulative and not alternative. Neither any failure nor any delay by any party Party in exercising any right, power or privilege under this Agreement or the Agreement and Plan of Merger or any of the documents referred to in this Agreement or the Agreement and Plan of Merger will operate as a waiver of such right, power or privilege privilege, and no single or partial exercise of any such right, power or privilege will preclude any other or further exercise of such right, power or privilege or the exercise of any other right, power or privilege. To the maximum extent permitted by applicable law, (ia) no claim or right arising out of this Agreement or the Agreement and Plan of Merger or any of the documents referred to in this Agreement or the Agreement and Plan of Merger can be discharged by one partyParty, in whole or in part, by a waiver or renunciation of the claim or right unless in writing signed by the other party; Party, (iib) no waiver that may be given by a party Party will be applicable except in the specific instance for which it is given; and , (iiic) no notice to or demand on one party Party will be deemed to be a waiver of any obligation of that party Party or of the right of the party Party giving such notice or demand to take further action without notice or demand as provided in this Agreement or the Agreement and Plan of Merger or the documents referred to in this Agreement. (b) At any time prior to Agreement or the Effective Time, Parent (with respect to the Company) Agreement and the Company (with respect to Parent and Merger Sub), may, to the extent legally allowedPlan of Merger, (id) extend the time for the subsequent acceptance of performance hereunder by a Party shall not be deemed to be a waiver of any preceding breach by any other Party of the obligations any term, covenant or other acts condition of such party to this Agreement, (ii) waive any inaccuracies in the representation and warranties contained in this Agreement or the Agreement and Plan of Merger, other than the failure of such other Party to perform the particular duties so accepted, regardless of the accepting Party’s knowledge of such preceding breach at the time of acceptance of such performance, and (e) the waiver of any document delivered pursuant to term, covenant or condition shall not be construed as a waiver of any other term, covenant or condition of this Agreement or the Agreement and (iii) waive compliance with any covenants, obligations or conditions contained in this Agreement. Any agreement on the part Plan of a party to this Agreement to any such extension or waiver shall be valid only if set forth in a written instrument signed on behalf of such partyMerger.

Waiver; Remedies Cumulative. (a) The rights and remedies No failure or delay on the part of the parties to this Agreement are cumulative and not alternative. Neither any failure nor any delay by any party hereto in exercising the exercise of any right, power right hereunder shall impair such right or privilege under this Agreement or any of the documents referred be construed to in this Agreement will operate as be a waiver of, or acquiescence in, any breach of such rightany representation, power warranty or privilege and no agreement herein, nor shall any single or partial exercise of any such right, power or privilege will right preclude any other or further exercise of such right, power thereof or privilege or the exercise of any other right, power or privilege. To the maximum extent permitted by applicable law, (ia) no claim or right arising out of this Agreement or any of the documents referred to in this Agreement can be discharged by one partyparty hereto, in whole or in part, by a waiver or renunciation of the claim or right unless in writing signed by the other partyparty or parties hereto (in the case of the Stockholders, by a number of Stockholders who are entitled to receive or have received, in the aggregate, *** of the shares of Parent Common Stock to be issued hereby at the Effective Time if prior to the Effective Time, or a majority of the shares of THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH A *** AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Parent Common Stock issued hereby if subsequent to the Effective Time); (iib) no waiver that may be given by a party hereto will be applicable except in the specific instance for which it is given; and (iiic) no notice to or demand on one party will be deemed to be a waiver of any obligation of that such party or of the right of the party giving such notice or demand to take further action without notice or demand as provided in this Agreement or the documents referred to in this Agreement. (b) At any time prior to the Effective Time, Parent (with respect to the Company) . All rights and the Company (with respect to Parent and Merger Sub), may, to the extent legally allowed, (i) extend the time for the performance of any of the obligations or other acts of such party to this Agreement, (ii) waive any inaccuracies in the representation and warranties contained in remedies existing under this Agreement are in addition to, and not exclusive of, any rights or any document delivered pursuant to this Agreement and (iii) waive compliance with any covenants, obligations or conditions contained in this Agreement. Any agreement on the part of a party to this Agreement to any such extension or waiver shall be valid only if set forth in a written instrument signed on behalf of such partyremedies otherwise available.