Update Disclosure. From and after the date of this Agreement until the Closing Date, each party shall promptly notify the other party hereto by written update to its disclosure schedules ("Update Schedule") of (i) the occurrence or non-occurrence of any event the occurrence or non-occurrence of which would be reasonably likely to cause any condition to the obligations of any party to effect the Asset Sale and the other transactions contemplated by this Agreement not to be satisfied, (ii) the failure of Seller or Purchaser, as the case may be, to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it pursuant to this Agreement which would be reasonably likely to result in any condition to the obligations of any party to effect the Asset Sale and the other transactions contemplated by this Agreement not to be satisfied, or (iii) of any changes to the information contained in its disclosure schedules (including any change to any representations or warranties herein as to which no schedule has been created as of the date hereof but as to which a schedule would have been required hereunder to have been created on or before the date hereof if such change had existed on the date hereof). No disclosure by any party pursuant to this Section 7.04, however, shall cure any breach of any representation or warranty made by such party as of the date of this Agreement. ARTICLE VIII CLOSING 8.
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Update Disclosure. From and after the date of this Merger Agreement until the Closing DateEffective Time, each party hereto shall promptly notify the other party parties hereto by written update to its disclosure schedules ("Update Schedule") Disclosure Schedule of (i) any representation or warranty made by it in connection with this Merger Agreement becoming untrue or inaccurate, (ii) the occurrence occurrence, or non-occurrence occurrence, of any event the occurrence occurrence, or non-occurrence occurrence, of which would be reasonably likely to cause any condition to the obligations of any party to effect the Asset Sale Merger and the other transactions contemplated by this Merger Agreement not to be satisfied, or (iiiii) the failure of Seller the Company, Acquiror or PurchaserAcquiror Sub, as the case may be, to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it pursuant to this Merger Agreement which would be reasonably likely to result in any condition to the obligations of any party to effect the Asset Sale Merger and the other transactions contemplated by this Merger Agreement not to be satisfied; provided, or (iii) however, that the delivery of any changes to the information contained in its disclosure schedules (including any change to any representations or warranties herein as to which no schedule has been created as of the date hereof but as to which a schedule would have been required hereunder to have been created on or before the date hereof if such change had existed on the date hereof). No disclosure by any party notice pursuant to this Section 7.04, however, 6.04 shall not cure any breach of any representation or warranty made by requiring disclosure of such party as of matter prior to the date of this Agreement. ARTICLE VIII CLOSING 8Merger Agreement or otherwise limit or affect the rights and remedies available hereunder prior to or following the Closing to the party receiving such notice.
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Update Disclosure. From and after the date of this Agreement until the Closing DateEffective Time, each party hereto shall promptly notify the other party parties hereto by written update to its disclosure schedules ("Update Schedule") in writing, of (ia) any representation or warranty made by it in connection with this Agreement becoming untrue or inaccurate in any material respect, (b) the occurrence occurrence, or non-occurrence occurrence, of any event the occurrence occurrence, or non-occurrence occurrence, of which would be reasonably likely to cause any condition to the obligations of any party to effect the Asset Sale Merger and the other transactions contemplated by this Merger Agreement not to be satisfied, or (iic) the failure of Seller the Company or PurchaserParent or Merger Sub, as the case may be, to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it pursuant to this Agreement which would be reasonably likely to result in any condition to the obligations of any party to effect the Asset Sale Merger and the other transactions contemplated by this Agreement not to be satisfied; provided, or (iii) however, that the delivery of any changes to the information contained in its disclosure schedules (including any change to any representations or warranties herein as to which no schedule has been created as of the date hereof but as to which a schedule would have been required hereunder to have been created on or before the date hereof if such change had existed on the date hereof). No disclosure by any party notice pursuant to this Section 7.04, however, 5.22 shall not cure any breach of any representation or warranty made by requiring disclosure of such party as of matter prior to the date of this AgreementAgreement or otherwise limit or affect the rights and remedies available hereunder to the party receiving such notice. ARTICLE VIII CLOSING 8The Company shall attach to the closing certificate contemplated by Section 6.3(a) below an updated version of the Company Schedules as of the Closing Date solely to reflect events occurring between the date of this Agreement and the Closing Date, or shall notify Parent that no changes to the Company Schedules are required. Parent shall attach to the closing certificate contemplated by Section 6.2(a) below an updated version of the Parent Schedules as of the Closing Date solely to reflect events occurring between the date of this Agreement and the Closing Date, or shall notify the Company that no changes to the Parent Schedules are required.
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Update Disclosure. From and after the date of this Agreement until ----------------- the Closing Date, each party shall promptly notify the other party hereto by written update to its disclosure schedules ("Update Schedule") of (i) the occurrence or non-occurrence of any event the occurrence or non-occurrence of which would be reasonably likely to cause any condition to the obligations of any party to effect the Asset Sale and the other transactions contemplated by this Agreement not to be satisfied, (ii) the failure of Seller or Purchaser, as the case may be, to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it pursuant to this Agreement which would be reasonably likely to result in any condition to the obligations of any party to effect the Asset Sale and the other transactions contemplated by this Agreement not to be satisfied, or (iii) of any changes to the information contained in its disclosure schedules (including any change to any representations or warranties herein as to which no schedule has been created as of the date hereof but as to which a schedule would have been required hereunder to have been created on or before the date hereof if such change had existed on the date hereof). No disclosure by any party pursuant to this Section 7.04, however, shall cure any breach of any representation or warranty made by such party as of the date of this Agreement. ARTICLE VIII CLOSING 8.
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Sources: Asset Purchase Agreement (Cmi Corp)