Sellers Disclosure Schedule Sample Clauses

Sellers Disclosure Schedule. From time to time after the date hereof and not later than three Business Days (other than in a case in which an event occurs within such three Business Day period which could not have been anticipated, in which case written notice of such event must be provided to the Purchaser promptly after the Parent Entities, the Sellers or the Partnership become aware of it) prior to the Closing Date, each of the Parent Entities and the Sellers may amend or supplement the Sellers' Disclosure Schedule in writing in accordance with Section 10.02 with respect to any matter coming to its attention or arising which, if known by it or existing prior to the date of this Agreement would have been required to be set forth or described in the Sellers' Disclosure Schedule or which is necessary or desirable to complete or correct any information in the Sellers' Disclosure Schedule or in any representation or warranty of such Parent Entity or Seller which has been rendered inaccurate thereby. For purposes of determining the satisfaction of the Purchaser's condition to close as set forth in Section 7.02(a), the Sellers' Disclosure Schedule shall be deemed not to have been amended or supplemented from that attached hereto on the date hereof.
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Sellers Disclosure Schedule. Section Description
Sellers Disclosure Schedule. The representations and warranties of Sellers set forth in this Agreement are made and given subject to the disclosures contained in the SellersDisclosure Schedule. Inclusion of information in the Sellers’ Disclosure Schedule shall not be construed as an admission that such information is material to the business, operations or condition of the business of Sellers, the Purchased Assets or the Assumed Liabilities, taken in part or as a whole, or as an admission of Liability of any Seller to any third party. The specific disclosures set forth in the Sellers’ Disclosure Schedule have been organized to correspond to Section references in this Agreement to which the disclosure may be most likely to relate; provided, however, that any disclosure in the Sellers’ Disclosure Schedule shall apply to, and shall be deemed to be disclosed for, any other Section of this Agreement to the extent the relevance of such disclosure to such other Section is reasonably apparent on its face.
Sellers Disclosure Schedule. To Buyer's knowledge, the information provided by Buyer to be included in Sellers Disclosure Schedule is true, correct, accurate and complete in all material respects. To Buyer's knowledge, all documents, instruments and agreements referenced in the information provided by Buyer to be included in Sellers Disclosure Schedule are true, correct, accurate and complete in all material respects and have not been amended, modified, altered or changed except as set forth in Sellers Disclosure Schedule. Buyer, immediately upon obtaining knowledge that any of the representations and warranties set forth in Article IV shall be false, untrue or inaccurate, shall provide written notice to Sellers of the facts or circumstances resulting in the representation or warranty being false, untrue or inaccurate.
Sellers Disclosure Schedule. The Sellers Disclosure Schedule is qualified in its entirety by reference to specific provisions of this Agreement and is not intended to constitute, and shall not be construed as constituting, representations, warranties and covenants of Sellers, except as and to the extent expressly provided in this Agreement. Each section or subsection referenced in the Sellers Disclosure Schedule corresponds to the section or subsection set forth in this Agreement; provided, however, that any matter set forth in any section or subsection of the Sellers Disclosure Schedule shall be deemed to be referred to and incorporated in all other sections or subsections of the Sellers Disclosure Schedule to which the relevance of such matter is reasonably apparent on its face to inform Buyer that such information is relevant to such other section or subsection. The inclusion of any information or reference in the Sellers Disclosure Schedule shall not be deemed to be an admission, acknowledgment or representation, in and of itself, that such information is required by the terms hereof to be disclosed, is material, has resulted in a Material Adverse Effect, is outside the Ordinary Course of Business or defines further the meaning of such terms for purposes of this Agreement. Nothing in this Agreement or in the Sellers Disclosure Schedule constitutes an admission (i) to any third party of any liability or obligation of Sellers to any third-party or (ii) that any information disclosed, set forth or incorporated by reference in the Sellers Disclosure Schedule or in this Agreement is material or has (or may result in) a Material Adverse Effect.
Sellers Disclosure Schedule. The representations and warranties of Sellers set forth in this Agreement are made and given subject to the disclosures contained in the SellersDisclosure Schedule. Inclusion of information in the Sellers’ Disclosure Schedule shall not be construed as an admission that such information is material to the business, operations or condition of the business of Sellers, the Purchased Assets or the Assumed Liabilities, taken in part or as a whole, or as an admission of Liability of any Seller to any third party. The specific disclosures set forth in the Sellers’ Disclosure Schedule have been organized to correspond to Section references in this Agreement to which the disclosure may be most likely to relate; provided, however, that any disclosure in the Sellers’ Disclosure Schedule shall apply
Sellers Disclosure Schedule. Section 1.1(a) Permitted Encumbrances Section 2.1 Purchased Assets Section 2.2(j) Additional Excluded Assets
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Sellers Disclosure Schedule. Any information disclosed in a Sellers Disclosure Schedule shall be deemed to be disclosed in each other Sellers Disclosure Schedule to the extent that the disclosure made therein is readily apparent on its face to be applicable to such other Sellers Disclosure Schedule.
Sellers Disclosure Schedule. Section 1.1(a) – Contract Manufacturers Section 1.1(b) – Persons Having Knowledge Section 1.1(d) – Nortel Accounting Principles Section 1.1(e) – Owned Equipment
Sellers Disclosure Schedule. As soon as practicable, but in no event later than twenty (20) days after the date of this Agreement, Seller will deliver to Purchaser the Seller's Disclosure Schedule containing all information required in this Article 5 of this Agreement. Each such Section of the Seller's Disclosure Schedule will have been executed by or on behalf of the Seller and will be accompanied by a copy of each document referred to in the Seller's Disclosure Schedule. All schedules will be updated through the Closing Date; however, the updating of the schedules will not relieve Seller of its responsibility to indemnify Purchaser, as provided in Article 11, with respect to an y information not disclosed in the original schedules. Each matter disclosed in a schedule will be taken as relating only to that specific schedule.
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