Advise of Changes. (a) Until the Closing or the earlier rightful termination of this Agreement, Fix-Cor and Stockholder will immediately advise Purchaser, in a detailed written notice, of any fact or occurrence or any pending or threatened occurrence of which any of them obtains knowledge and which (a) (if existing and known at the date of the execution of this Agreement) would have been required to be set forth or disclosed in or pursuant to this Agreement or an Exhibit hereto, (b) (if existing and known at any time prior to or at the Closing) would make the performance by any party of a covenant contained in this Agreement impossible or make that performance materially more difficult than in the absence of that fact or occurrence, or (c) (if existing and known at the time of the Closing) would cause a condition to any party's obligations under this Agreement not to be fully satisfied.
Appears in 2 contracts
Samples: Loan and Security Agreement (Fix Corp International Inc), Acquisition Agreement (Fix Corp International Inc)
Advise of Changes. (a) Until the Closing or the earlier rightful termination of this Agreement, Purchaser will immediately advise Fix-Cor and Stockholder will immediately advise PurchaserStockholder, in a detailed written notice, of any fact or occurrence or any pending or threatened occurrence of which any of them obtains knowledge and which (a) (if existing and known at the date of the execution of this Agreement) would have been required to be set forth or disclosed in or pursuant to this Agreement or an Exhibit hereto, (b) (if existing and known at any time prior to or at the Closing) would make the performance by any party of a covenant contained in this Agreement impossible or make that performance materially more difficult than in the absence of that fact or occurrence, or (c) (if existing and known at the time of the Closing) would cause a condition to any party's obligations under this Agreement not to be fully satisfied.
Appears in 2 contracts
Samples: Loan and Security Agreement (Fix Corp International Inc), Acquisition Agreement (Fix Corp International Inc)
Advise of Changes. (a) Until the Closing Date or the earlier rightful termination of this Agreement, Fix-Cor Tytess and Stockholder its Shareholders will immediately advise Purchaser, WinSonic in a detailed written notice, notice of any fact or occurrence or any pending or threatened occurrence of which any of them obtains knowledge and which (a) (if existing and known at the date of the execution of this Agreement) would have been required to be set forth or disclosed in or pursuant to this Agreement Agreement, the Tytess Disclosure Schedule or an Exhibit exhibit hereto, (b) which (if existing and known at any time prior to or at the ClosingClosing Date) would make the performance by any party of a covenant contained in this Agreement impossible or make that such performance materially more difficult than in the absence of that such fact or occurrence, or (c) which (if existing and known at the time of the ClosingClosing Date) would cause a condition to any party's ’s obligations under this Agreement not to be fully satisfied.
Appears in 1 contract
Samples: Acquisition and Share Exchange Agreement (Winsonic Digital Media Group LTD)