Common use of Certain Notifications Until Closing Clause in Contracts

Certain Notifications Until Closing. From the Signing Date until the Closing, the Company shall promptly notify the Investor of (i) any fact, event or circumstance of which it is aware and which would reasonably be expected to cause any representation or warranty of the Company contained in this Agreement to be untrue or inaccurate in any material respect or to cause any covenant or agreement of the Company contained in this Agreement not to be complied with or satisfied in any material respect and (ii) except as set forth or incorporated by reference in the Company’s Annual Report on Form 10-K for the most recently completed fiscal year of the Company filed with the SEC or in the Company’s other publicly available reports and forms filed with or furnished to the SEC under Sections 13(a), 14(a) or 15(d) of the Securities Exchange Act of 1934, as amended from time to time (the “Exchange Act”), on or after December 31, 2008 and prior to the Signing Date, any fact, circumstance, event, change, occurrence, condition or development of which the Company is aware and which, individually or in the aggregate, has had or would reasonably be expected to have a Company Material Adverse Effect; provided, however, that delivery of any notice pursuant to this Section 3.4 shall not limit or affect any rights of or remedies available to the Investor; provided, further, that a failure to comply with this Section 3.4 shall not constitute a breach of this Agreement or the failure of any condition set forth in Section 1.2 to be satisfied unless the underlying Company Material Adverse Effect or material breach would independently result in the failure of a condition set forth in Section 1.2 to be satisfied.

Certain Notifications Until Closing. From the Signing Date until the Closing, the Company and the Issuer Trust shall promptly notify the Investor of (i) any fact, event or circumstance of which it is aware and which would reasonably be expected likely to cause any representation or warranty of the Company or the Issuer Trust contained in this Purchase Agreement to be untrue or inaccurate in any material respect or to cause any covenant or agreement of the Company or the Issuer Trust contained in this Purchase Agreement not to be complied with or satisfied in any material respect and (ii) except as set forth or incorporated by reference in the Company’s Annual Report on Form 10-K for the most recently completed fiscal year of the Company filed with the SEC or in the Company’s other publicly available reports and forms filed with or furnished to the SEC under Sections 13(a), 14(a) or 15(d) of the Securities Exchange Act of 1934, as amended from time to time (the “Exchange Act”), on or after December 31, 2008 and prior to the Signing DatePreviously Disclosed, any fact, circumstance, event, change, occurrence, condition or development of which the Company or the Issuer Trust is aware and which, individually or in the aggregate, has had or would reasonably be expected likely to have a Company Material Adverse Effect; provided, however, that delivery of any notice pursuant to this Section 3.4 shall not limit or affect any rights of or remedies available to the Investor; provided, further, that a failure to comply with this Section 3.4 shall not constitute a breach of this Purchase Agreement or the failure of any condition set forth in Section 1.2 to be satisfied unless the underlying Company Material Adverse Effect or material breach would independently result in the failure of a condition set forth in Section 1.2 to be satisfied.

Certain Notifications Until Closing. From the Signing Date date hereof until the Closing, the Company each party shall promptly notify the Investor other party of (ia) any fact, event or circumstance of which it is aware and which would reasonably be expected likely to cause any representation or warranty of the Company such party contained in this Agreement to be untrue or inaccurate in any material respect or to cause any covenant or agreement of the Company such party contained in this Agreement not to be complied with or satisfied in any material respect, (b) any action or proceeding pending or, to the knowledge of such party, threatened against such party that questions or might question the validity of this Agreement or seeks to enjoin or otherwise restrain the transactions contemplated hereby, and, (c) with respect and (ii) except as set forth or incorporated by reference in to the Company’s Annual Report on Form 10-K for the most recently completed fiscal year of the Company filed with the SEC or in the Company’s other publicly available reports and forms filed with or furnished to the SEC under Sections 13(a), 14(a) or 15(d) of the Securities Exchange Act of 1934, as amended from time to time (the “Exchange Act”), on or after December 31, 2008 and prior to the Signing Date, any fact, circumstance, event, change, occurrence, condition or development of which the Company is aware and which, individually or in the aggregate, has had or would reasonably be expected to have a Company Material Adverse Effect; provided, however, that delivery of any notice pursuant to this Section 3.4 5.4 shall not limit or affect any rights of or remedies available to the Investorsuch party; provided, further, that that, with respect to subsection (c) a failure to comply with this Section 3.4 5.4 shall not constitute a breach of this Agreement or the failure of any condition set forth in Section 1.2 1.1 to be satisfied unless the underlying Company Material Adverse Effect Effect, action, proceeding or material breach would independently result in the failure of a condition set forth in Section 1.2 1.1 to be satisfied.. ARTICLE VI