Notification of Certain Events. Buyer shall give prompt notice to Seller if any of the following occurs after the date of this Agreement: (i) there has been a material failure of Buyer to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it hereunder; (ii) receipt by Buyer of any material notice or other communication from any Governmental Authority in connection with the Transactions; (iii) the occurrence of an event which would cause a condition in Section 7.3 not to be satisfied; or (iv) the commencement or threat, in writing, of any Action against Buyer, or any of its properties, with respect to the Transactions. No such notice to Seller shall have any effect on the determination of whether or not any of the conditions to Closing or to the consummation of the Transactions have been satisfied or in determining whether or not any of the representations, warranties or covenants contained in this Agreement have been breached.
Appears in 9 contracts
Sources: Intellectual Property Purchase Agreement (Enigma-Bulwark, LTD), Intellectual Property Purchase Agreement (Odyssey Group International, Inc.), Intellectual Property Purchase Agreement
Notification of Certain Events. Buyer Seller shall give prompt notice to Seller Buyer if any of the following occurs after the date of this Agreement: (i) there has been a material failure of Buyer Seller to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it hereunder; (ii) receipt by Buyer Seller of any material notice or other communication from any Governmental Authority in connection with the Transactions; (iii) the occurrence of an event which would cause a condition in Section 7.3 7.2 not to be satisfied; or (iv) the commencement or threat, in writing, of any Action against BuyerSeller, or any of its properties, with respect to the TransactionsTransactions and/or any of the Purchased Assets. No such notice to Seller Buyer shall have any effect on the determination of whether or not any of the conditions to Closing or to the consummation of the Transactions have been satisfied or in determining whether or not any of the representations, warranties or covenants contained in this Agreement have been breached.
Appears in 9 contracts
Sources: Intellectual Property Purchase Agreement (Enigma-Bulwark, LTD), Intellectual Property Purchase Agreement (Parallax Health Sciences, Inc.), Intellectual Property Purchase Agreement (Odyssey Group International, Inc.)
Notification of Certain Events. Buyer The Purchaser shall give prompt notice to Seller the Vendor if any of the following occurs after the date of this Agreement: (i) there has been a material failure of Buyer the Purchaser to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it hereunder; (iiiii) receipt by Buyer the Purchaser of any material notice or other communication from any Governmental Authority in connection with the Transactions; (iii) the occurrence of an event which would cause a condition in Section 7.3 10 not to be satisfied; or (iv) the commencement or threat, in writing, of any Action against Buyerthe Purchaser, or any of its properties, with respect to the Transactions. No such notice to Seller the Vendor shall have any effect on the determination of whether or not any of the conditions to Closing or to the consummation of the Transactions have been satisfied or in determining whether or not any of the representations, warranties or covenants contained in this Agreement have been breached.
Appears in 2 contracts
Notification of Certain Events. Buyer Prevacus shall give prompt notice to Seller Odyssey if any of the following occurs after the date of this Agreement: (i) there has been a material failure of Buyer Prevacus to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it hereunder; (ii) receipt by Buyer Prevacus of any material notice or other communication from any Governmental Authority in connection with the Transactions; (iii) the occurrence of an event which would cause a condition in Section 7.3 7.2 not to be satisfied; or (iv) the commencement or threat, in writing, of any Action against BuyerPrevacus, or any of its properties, with respect to the TransactionsTransactions and/or any of the Purchased Assets. No such notice to Seller Odyssey shall have any effect on the determination of whether or not any of the conditions to Closing or to the consummation of the Transactions have been satisfied or in determining whether or not any of the representations, warranties or covenants contained in this Agreement have been breached.
Appears in 2 contracts
Sources: Option Agreement (Odyssey Health, Inc.), Joint Venture and Intellectual Property Purchase Agreement (Odyssey Group International, Inc.)
Notification of Certain Events. Buyer The Vendor shall give prompt notice to Seller the Purchaser if any of the following occurs after the date of this Agreement: (i) there has been a material failure of Buyer the Vendor to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it hereunder; (ii) receipt by Buyer the Vendor of any material notice or other communication from any Governmental Authority in connection with the Transactions; (iii) the occurrence of an event which would cause a condition in Section 7.3 10.3 not to be satisfied; or (iv) the commencement or threat, in writing, of any Action against Buyerthe Vendor, or any of its properties, with respect to the TransactionsTransactions and/or any of the Purchased Assets. No such notice to Seller the Purchaser shall have any effect on the determination of whether or not any of the conditions to Closing or to the consummation of the Transactions have been satisfied or in determining whether or not any of the representations, warranties or covenants contained in this Agreement have been breached.
Appears in 2 contracts
Notification of Certain Events. The Buyer shall give prompt notice to the Seller if any of the following occurs after the date of this Agreement: (i) there has been a material failure of the Buyer to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it hereunder; (iiiii) receipt by the Buyer of any material notice or other communication from any Governmental Authority in connection with the Transactions; (iii) the occurrence of an event which would cause a condition in Section 7.3 Article VIII not to be satisfied; or (iv) the commencement or threat, in writing, of any Action against the Buyer, or any of its properties, with respect to the Transactions. No such notice to the Seller shall have any effect on the determination of whether or not any of the conditions to Closing or to the consummation of the Transactions have been satisfied or in determining whether or not any of the representations, warranties or covenants contained in this Agreement have been breached.
Appears in 1 contract
Sources: Asset Purchase Agreement
Notification of Certain Events. Buyer The Seller shall give prompt notice to Seller the Buyer if any of the following occurs after the date of this Agreement: (i) there has been a material failure of Buyer the Seller to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it hereunder; (ii) receipt by Buyer the Seller of any material notice or other communication from any Governmental Authority in connection with the Transactions; (iii) the occurrence of an event which would cause a condition in Section 7.3 8.2 not to be satisfied; or (iv) the commencement or threat, in writing, of any Action against Buyerthe Seller, or any of its properties, with respect to the TransactionsTransactions and/or any of the Purchased Assets. No such notice to Seller the Buyer shall have any effect on the determination of whether or not any of the conditions to Closing or to the consummation of the Transactions have been satisfied or in determining whether or not any of the representations, warranties or covenants contained in this Agreement have been breached.
Appears in 1 contract
Sources: Asset Purchase Agreement
Notification of Certain Events. Buyer shall give prompt written notice to the Seller if any of the following occurs after the date of this Agreement: (i) there has been a material failure of Buyer to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it hereunder; (ii) receipt by CRS or Buyer of any material notice or other communication from any Governmental Authority in connection with the Transactions; (iii) the occurrence of an event which would cause a condition in Section 7.3 not to be satisfied; or (iv) the commencement or threat, in writing, of any Action against CRS or Buyer, or any of its their properties, with respect to the Transactions. No such notice to Seller shall have any effect on the determination of whether or not any of the conditions to Closing or to the consummation of the Transactions have been satisfied or in determining whether or not any of the representations, warranties or covenants contained in this Agreement have been breached.
Appears in 1 contract
Sources: Asset Purchase Agreement (Corporate Resource Services, Inc.)
Notification of Certain Events. The Buyer shall give prompt notice to the Seller if any of the following occurs after the date of this Agreement: (i) there has been a material failure of the Buyer to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it hereunder; (iiiii) receipt by the Buyer of any material notice or other communication from any Governmental Authority in connection with the Transactions; (iii) the occurrence of an event which would cause a condition in Section 7.3 8.3 not to be satisfied; or (iv) the commencement or threat, in writing, of any Action against the Buyer, or any of its properties, with respect to the Transactions. No such notice to the Seller shall have any effect on the determination of whether or not any of the conditions to Closing or to the consummation of the Transactions have been satisfied or in determining whether or not any of the representations, warranties or covenants contained in this Agreement have been breached.
Appears in 1 contract
Sources: Asset Purchase Agreement
Notification of Certain Events. Buyer The Seller shall give prompt notice to Seller the Buyer if any of the following occurs after the date of this Agreement: (i) there has been a material failure of Buyer the Seller to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it hereunder; (ii) receipt by Buyer the Seller of any material notice or other communication from any Governmental Authority in connection with the Transactions; (iii) the occurrence of an event which would cause a condition in Section 7.3 8.3 not to be satisfied; or (iv) the commencement or threat, in writing, of any Action against Buyerthe Seller, or any of its properties, with respect to the TransactionsTransactions and/or any of the Purchased Assets. No such notice to Seller the Buyer shall have any effect on the determination of whether or not any of the conditions to Closing or to the consummation of the Transactions have been satisfied or in determining whether or not any of the representations, warranties or covenants contained in this Agreement have been breached.
Appears in 1 contract
Sources: Asset Purchase Agreement
Notification of Certain Events. Buyer 14261991.2 Purchaser shall give prompt notice to Seller if any of the following occurs after the date of this Agreement: (i) there has been a material failure of Buyer Purchaser to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it hereunder; (ii) receipt by Buyer Purchaser of any material notice or other communication from any Governmental Authority in connection with the Transactions; (iii) the occurrence of an event which would cause a condition in Section 7.3 not to be satisfied; or (iv) the commencement or threat, in writing, of any Action against BuyerPurchaser, or any of its properties, with respect to the Transactions. No such notice to Seller shall have any effect on the determination of whether or not any of the conditions to Closing or to the consummation of the Transactions have been satisfied or in determining whether or not any of the representations, warranties or covenants contained in this Agreement have been breached.
Appears in 1 contract
Sources: Intellectual Property Purchase Agreement (Frontera Group Inc.)
Notification of Certain Events. Buyer Seller shall give prompt notice to Seller Purchaser if any of the following occurs after the date of this Agreement: (i) there has been a material failure of Buyer Seller to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it hereunder; (ii) receipt by Buyer Seller of any material notice or other communication from any Governmental Authority in connection with the Transactions; (iii) the occurrence of an event which would cause a condition in Section 7.3 7.2 not to be satisfied; or (iv) the commencement or threat, in writing, of any Action against BuyerSeller, or any of its properties, with respect to the TransactionsTransactions and/or any of the Purchased Assets. No such notice to Seller Purchaser shall have any effect on the determination of whether or not any of the conditions to Closing or to the consummation of the Transactions have been satisfied or in determining whether or not any of the representations, warranties or covenants contained in this Agreement have been breached.
Appears in 1 contract
Sources: Intellectual Property Purchase Agreement (Frontera Group Inc.)
Notification of Certain Events. Buyer shall give prompt notice to Seller Sellers and BERMASE if any of the following occurs after the date of this Agreement: (i) there has been a material failure of Buyer to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it hereunder; (ii) receipt by Buyer of any material notice or other communication from any Governmental Authority in connection with the Transactions; (iii) the occurrence of an event which would cause a condition in Section 7.3 8.3 not to be satisfied; or (iv) the commencement or threat, in writing, of any Action against Buyer, or any of its properties, with respect to the Transactions. No such notice to Seller Sellers and BERMASE shall have any effect on the determination of whether or not any of the conditions to Closing or to the consummation of the Transactions have been satisfied or in determining whether or not any of the representations, warranties or covenants contained in this Agreement have been breached.
Appears in 1 contract
Sources: Equity Contribution Agreement (Global Pari-Mutuel Services, Inc.)
Notification of Certain Events. Buyer Purchaser shall give prompt notice to Seller if any of the following occurs after the date of this Agreement: (i) there has been a material failure of Buyer Purchaser to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it hereunder; (ii) receipt by Buyer Purchaser of any material notice or other communication from any Governmental Authority in connection with the Transactions; (iii) the occurrence of an event which would cause a condition in Section 7.3 7.1 not to be satisfied; or (iv) the commencement or threat, in writing, of any Action against BuyerPurchaser, or any of its properties, with respect to the Transactions. No such notice to Seller shall have any effect on the determination of whether or not any of the conditions to Closing or to the consummation of the Transactions have been satisfied or in determining whether or not any of the representations, warranties or covenants contained in this Agreement have been breached.
Appears in 1 contract
Sources: Intellectual Property Asset Purchase Agreement (Clinigence Holdings, Inc.)