Common use of Amendment of Disclosure Schedules Clause in Contracts

Amendment of Disclosure Schedules. Purchaser agrees that, with respect to the representations and warranties of Sellers or any Seller contained in this Agreement, Sellers shall have the continuing right until the Closing to add, supplement, or amend the Disclosure Schedules to the representations and warranties of Sellers or any Seller with respect to any matter hereafter arising which, if existing at the Execution Date or thereafter, would have been required to be set forth or described in the Disclosure Schedules. For all purposes of this Agreement, including for purposes of determining whether the conditions set forth in Section 7.2 have been fulfilled, the Disclosure Schedules attached to this Agreement shall be deemed to include only that information contained therein on the Execution Date and shall be deemed to exclude all information contained in any addition, supplement or amendment thereto; provided, however, that if any matters disclosed pursuant to any such addition, supplement, or amendment (together with any other breaches of Sellers’ representations and warranties set forth in Article 3 that Purchaser has knowledge of) result in a failure of the conditions set forth in Section 7.2 and Purchaser elects to proceed with the Closing, then all matters disclosed pursuant to any such addition, supplement or amendment at or prior to the Closing shall be waived and Purchaser shall not be entitled to make a claim with respect thereto pursuant to the terms of this Agreement or otherwise.

Amendment of Disclosure Schedules. Purchaser agrees that, with respect to the representations and warranties of Sellers or any Seller contained in this Agreement, Sellers Seller shall have the continuing right until the tenth (10th) day prior to Closing to add, supplement, or amend the Disclosure Schedules to the representations and warranties of Sellers or any Seller with respect to any matter hereafter arising or discovered which, if existing or known at the Execution Date or thereafter, would have been required to be set forth or described in the Disclosure such Schedules. For all purposes of this Agreement, including for purposes of determining whether the conditions set forth in Section 7.2 8.2 have been fulfilled, the Disclosure Schedules attached to this Agreement shall be deemed to include only that information contained therein on the Execution Date and shall be deemed to exclude all information contained in any addition, supplement supplement, or amendment thereto; provided, however, that if any the Closing shall occur, then all matters disclosed pursuant to any such addition, supplement, or amendment (together with any other breaches of Sellers’ representations and warranties set forth in Article 3 that Purchaser has knowledge of) result in a failure of the conditions set forth in Section 7.2 and Purchaser elects to proceed with the Closing, then all matters disclosed pursuant to any such addition, supplement or amendment at or prior to the Closing shall be waived and deemed to have been included in the Disclosure Schedules for the purposes of any claims made by Purchaser shall not be entitled to make a claim with respect thereto pursuant to the terms of under this Agreement or otherwiseAgreement.

Amendment of Disclosure Schedules. Purchaser agrees that, with respect to the representations and warranties of Sellers or any Seller contained in this Agreement, Sellers shall have the continuing right until the two (2) Business Days prior to Closing to add, supplement, supplement or amend the Disclosure Schedules to the representations and warranties of Sellers or any Seller with respect to any matter hereafter (a) first arising after the Execution Date, or (b) of which the Companies obtain Knowledge, which, in each case, if existing (or known) at the Execution Date or thereafterDate, would have been required to be set forth or described in such Disclosure Schedules; provided that Sellers may only supplement the Disclosure SchedulesSchedules in the circumstances contemplated by the foregoing clause (b) with respect to the representations and warranties in Section 4.7(b), Section 4.7(d), Section 4.8, Section 4.9, Section 4.12, Section 4.14, Section 4.22, Section 4.23 and Section 4.25, in each case, to the extent relating to a Third-Party operator of the Assets or the Assets that are operated by a Person other than a Company Group Member. For all purposes of this Agreement, including for purposes of determining whether the conditions set forth in Section 7.2 have been fulfilled, the Disclosure Schedules attached to this Agreement shall be deemed to include only that information contained therein on the Execution Date and shall be deemed to exclude all information contained in any addition, supplement supplement, or amendment thereto; provided, however, that if any the matters disclosed pursuant to on any such addition, supplement, supplement or amendment to the Disclosure Schedules (together with any other breaches of Sellers’ representations and warranties set forth individually or in Article 3 that Purchaser has knowledge ofthe aggregate) result resulted in a the failure of the conditions set forth Purchaser’s condition to Closing in Section 7.2 and Purchaser elects 7.2(a) to proceed with be satisfied, but the ClosingClosing shall have occurred notwithstanding such failure, then all matters disclosed pursuant to any such addition, supplement supplement, or amendment at or prior to the Closing shall be waived and Purchaser shall not be entitled to make a claim for indemnification with respect thereto pursuant to the terms of this Agreement or otherwise.

Amendment of Disclosure Schedules. Purchaser agrees that, with respect to the representations and warranties of Sellers or any Seller contained in this Agreement, Sellers Each Party shall have the continuing right until two (2) Business Days prior to the Closing Date to add, supplement, supplement or amend the Disclosure Schedules to the representations and warranties of Sellers or any Seller such applicable Party with respect to any matter hereafter arising or discovered, which, if existing or known at the Execution Date or thereafter, would have been required to be set forth or described in the Disclosure SchedulesSchedules so that the representations or warranties of such Party would be true, correct and complete as of the Closing Date. For all purposes of this Agreement, including for purposes of determining whether the conditions set forth in Section 7.2 9.2 have been fulfilled, the Disclosure Schedules attached to this Agreement shall be deemed to include only that information contained therein on the Execution Date and shall be deemed to exclude all information contained in any addition, supplement or amendment thereto; provided, however, that if any matters disclosed pursuant to any such addition, supplement, or amendment (together with any other breaches of Sellers’ representations and warranties set forth in Article 3 that Purchaser has knowledge of) result in a failure of under this Section 8.6. If the conditions set forth in Section 7.2 and Purchaser elects to proceed with the ClosingClosing shall occur, then all matters disclosed pursuant to any such addition, supplement or amendment at or prior in accordance with the first sentence of this Section 8.6 shall be disregarded for purposes of, and shall not affect, Purchasers’ remedies under Section 13.2(b) to the Closing extent that such addition, supplement or amendment does not individually or in the aggregate result in a failure to satisfy the condition set forth in Section 9.2(a); provided, however, that in the event that such addition, supplement or amendment does, individually or in the aggregate, result in a failure to satisfy the condition set forth in Section 9.2(a) and Purchasers waive in writing the failure of such condition, Purchaser shall be deemed to have waived and Purchaser shall not be entitled to make a claim such remedies under Section 13.2(a) with respect thereto pursuant to the terms of this Agreement such addition, supplement or otherwiseamendment.

Amendment of Disclosure Schedules. Purchaser agrees that, with respect to the representations and warranties of Sellers or any Seller contained in this Agreement, Sellers Seller shall have the continuing right until the tenth (10th) day prior to Closing to add, supplement, supplement or amend the Disclosure Schedules to the representations and warranties of Sellers or any Seller with respect to any matter hereafter arising or discovered which, if existing or known at the Execution Date or thereafter, would have been required to be set forth or described in the Disclosure such Schedules. For all purposes of this Agreement, including for purposes of determining whether the conditions set forth in Section 7.2 8.2 have been fulfilled, the Disclosure Schedules attached to this Agreement shall be deemed to include only that information contained therein on the Execution Date and shall be deemed to exclude all information contained in any addition, supplement or amendment thereto; provided, however, that if any matters disclosed pursuant to any such addition, supplement, or amendment (together with any other breaches of Sellers’ representations and warranties set forth in Article 3 that Purchaser has knowledge of) result in a failure of the conditions set forth in Section 7.2 and Purchaser elects to proceed with the ClosingClosing shall occur, then all matters disclosed pursuant to any such addition, supplement or amendment at or -41- prior to the Closing shall be waived and deemed to have been included in the Disclosure Schedules for the purposes of any claims made by Purchaser shall not be entitled to make a claim with respect thereto pursuant to the terms of under this Agreement or otherwiseAgreement.