Amending Schedules. From time to time prior to the Closing, the Parties shall promptly supplement or amend AIC Disclosure Schedules or Xtrana Disclosure Schedules, as applicable, hereto with respect to any matter arising after the date of this Agreement which, if existing or occurring at the date of this Agreement, would have been required to have been set forth in AIC Disclosure Schedules or Xtrana Disclosure Schedules, as applicable. Such supplement or amendment shall have the effect of curing any related misrepresentation or breach of warranty made in connection with the transactions contemplated by this Agreement; PROVIDED, HOWEVER, each Party shall have a five (5) business days following receipt of any supplemented or amended AIC Disclosure Schedules or Xtrana Disclosure Schedules, as applicable, which supplement or amend the AIC Disclosure Schedules or Xtrana Disclosure Schedules, as applicable, in a material respect to elect (a) to terminate this Agreement without any further liability to any other Party hereunder, or (b) in such non-amending Party's sole discretion, to elect to waive such breach and consummate the transactions contemplated by this Agreement.
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Sources: Merger Agreement (Xtrana Inc)
Amending Schedules. From time to time prior to the Closing, the Parties shall promptly supplement or amend AIC Ironclad Disclosure Schedules or Xtrana EUTA Disclosure Schedules, as applicable, hereto with respect to any matter arising after the date of this Agreement which, if existing or occurring at the date of this Agreement, would have been required to have been set forth in AIC Ironclad Disclosure Schedules or Xtrana EUTA Disclosure Schedules, as applicable. Such supplement or amendment shall have the effect of curing any related misrepresentation or breach of warranty made in connection with the transactions contemplated by this Agreement; PROVIDED, HOWEVER, each Party shall have a five (5) business days following receipt of any supplemented or amended AIC Ironclad Disclosure Schedules or Xtrana EUTA Disclosure Schedules, as applicable, which supplement or amend the AIC Ironclad Disclosure Schedules or Xtrana EUTA Disclosure Schedules, as applicable, in a material respect to elect (a) to terminate this Agreement without any further liability to any other Party hereunder, or (b) in such non-amending Party's sole discretion, to elect to waive such breach and consummate the transactions contemplated by this Agreement.
Appears in 1 contract