Common use of Disclosure Schedule Update Clause in Contracts

Disclosure Schedule Update. OMS Holdings and OMS shall have the right to disclose additional matters in a letter to OMP (a “Supplemental Disclosure Letter”) at any time prior to the tenth Business Day prior to the Closing Date, with respect to any event, condition, fact or circumstance that arises, or with respect to which OMS Holdings’ Knowledge is first obtained, following the date of this Agreement that, had such additional matters been existing or occurring or of which OMS Holdings had been aware as of the date of this Agreement, would have been required to be set forth or described in the Disclosure Schedules delivered to OMP on the date of this Agreement in order to make the representations and warranties true and correct as of the date of this Agreement and/or as of the Closing Date. OMP shall have ten Business Days after receipt of such Supplemental Disclosure Letter in which to review the Supplemental Disclosure Letter. If OMP has the right to terminate this Agreement pursuant to Section 13.1 as a result of any matter disclosed in such Supplemental Disclosure Letter, but does not exercise such termination right by giving written notice to OMS within ten Business Days after delivery of such Supplemental Disclosure Letter, then each supplement or amendment will be effective for purposes of Section 10.1(a), as if such supplement or amendment had been disclosed on the Disclosure Schedules delivered on the date of this Agreement, and OMP shall be deemed to have waived its right to subsequently assert that the conditions in Section 10.1(a) have not been satisfied on account thereof and OMP shall have no right to subsequently terminate this Agreement pursuant to Section 13.1 on account thereof; provided, however, that such Supplemental Disclosure Letter shall not be taken into account for purposes of Section 11.1 and shall not affect the rights of OMP to bring any claim against Oasis, OMS Holdings or OMS for indemnification under Section 11.1.

Disclosure Schedule Update. OMS Holdings and OMS shall have the right to disclose additional matters in a letter to OMP (a “Supplemental Disclosure Letter”i) at At any time prior to the tenth Business Day prior Closing, the Sellers or AG, as the case may be, shall deliver to AHC one or more amendments or supplements to the Seller Disclosure Schedule and/or AG Disclosure Schedule each a "Disclosure Schedule Update") to correct any matter or matters that the Sellers become aware of that would constitute a breach of any of the Seller's or AG's representations and warranties contained herein. Unless AHC chooses not to accept the AG Disclosure Schedule Update by giving written notice of such non-acceptance to AG and the Sellers within the first to occur of (A) the expiration of ten (10) business days of receipt of the AG Disclosure Schedule Update, or (B) the Closing Date, with respect AHC shall be deemed to any eventhave accepted and acknowledged the AG Disclosure Schedule Update, condition, fact or circumstance that arises, or with respect to which OMS Holdings’ Knowledge is first obtained, following the date of this Agreement that, had such additional matters been existing or occurring or of which OMS Holdings had been aware as of the date of and for all purposes under this Agreement, would have been required the AG Disclosure Schedule Update shall be deemed to be set forth or described in supercede and amend the pertinent portion so supplemented and amended of the original Disclosure Schedules delivered to OMP on the date of this Agreement in order to make the representations and warranties true and correct Schedule dated as of the date of this Agreement and/or (and all references herein to the Disclosure Schedule shall mean the Disclosure Schedule as amended and supplemented pursuant to this Section). (ii) At any time prior to the Closing, AHC shall deliver to AG and the Sellers one or more amendments or supplements to the AHC Disclosure Schedule (collectively, the "AHC Disclosure Schedule Update") to correct any matter or matters that AHC becomes aware of that would constitute a breach of any of the Closing DateAHC's representations and warranties contained herein. OMP The AHC Disclosure Schedule Update shall have ten Business Days after receipt of such Supplemental provide in reasonable detail the representation or warranty being effected. Unless the Sellers choose not to accept the AHC Disclosure Letter in which to review the Supplemental Disclosure Letter. If OMP has the right to terminate this Agreement pursuant to Section 13.1 as a result of any matter disclosed in such Supplemental Disclosure Letter, but does not exercise such termination right Schedule Update by giving written notice to OMS within ten Business Days after delivery of such Supplemental non-acceptance to AHC within the first to occur of (A) the expiration of ten (10) business days of receipt of the AHC Disclosure LetterSchedule Update, then each supplement or amendment will be effective for purposes of Section 10.1(a)(B) the Closing Date, as if such supplement or amendment had been disclosed on the Disclosure Schedules delivered on the date of this Agreement, Sellers and OMP AG shall be deemed to have waived its right accepted and acknowledged the AHC Disclosure Schedule Update, and for all purposes under this Agreement, the AHC Disclosure Schedule Update shall be deemed to subsequently assert that supercede and amend the conditions pertinent portion so supplemented and amended of the original Disclosure Schedule dated as of the date of this Agreement (and all references herein to the Disclosure Schedule shall mean the Disclosure Schedule as amended and supplemented pursuant to this Section). If the Sellers provide written notice to AHC within the time period prescribed in Section 10.1(a) have not been satisfied on account thereof and OMP shall have no right this Section, the Sellers may elect to subsequently terminate this Agreement pursuant if and to the extent permitted by Section 13.1 on account thereof; provided, however, that such Supplemental Disclosure Letter shall not be taken into account for purposes of Section 11.1 and shall not affect the rights of OMP to bring any claim against Oasis, OMS Holdings or OMS for indemnification under Section 11.18 hereof.

Disclosure Schedule Update. OMS Holdings and OMS shall have the right to disclose additional matters in a letter to OMP (a “Supplemental Disclosure Letter”) at At any time prior to the tenth Business Day prior Closing, the Company shall deliver to Parent one or more amendments or supplements to the Closing DateDisclosure Schedule (the “Disclosure Schedule Update”) to correct, with respect to update or supplement any event, condition, fact matter or circumstance matters that arises, or with respect to which OMS Holdings’ Knowledge is first obtained, following the date Company becomes aware of this Agreement that, had such additional matters been existing or occurring or that would constitute a breach of which OMS Holdings had been aware as any of the date of this Agreement, would have been required representations and warranties contained in Article 4 hereof; provided that (i) such exceptions shall only be considered a Disclosure Schedule Update hereunder if such exceptions did not need to be set forth or described in the Disclosure Schedules delivered to OMP on the date of this Agreement in order disclosed to make the representations and warranties true and correct as of the date hereof, (ii) such exceptions are caused by events which occurred or first came to the Knowledge of this Agreement and/or the Company following the date hereof, and (iii) such exceptions are delivered promptly following such time as the Company has Knowledge thereof. Subject to compliance with the conditions set forth in clauses (i), (ii), and (iii) above, each Disclosure Schedule Update delivered to Parent shall be deemed to modify the representations and warranties made herein by the Company as of the Closing DateDate for purposes of any claims for indemnification pursuant to Section 9.2(a) and for all purposes under this Agreement the Disclosure Schedule Update shall be deemed to supersede and amend the pertinent portion so supplemented and amended of the original Disclosure Schedule dated as of the date of this Agreement (and all references herein to the Disclosure Schedule shall mean the Disclosure Schedule as amended and supplemented pursuant to this Section 5.8.). OMP Notwithstanding the foregoing, Parent and Merger Sub shall not be entitled to retain any rights with respect to any matter that the Company is entitled to disclose and does disclose pursuant to this Section 5.8; provided that, Parent and Merger Sub shall have ten Business Days after receipt of such Supplemental Disclosure Letter in which to review the Supplemental Disclosure Letter. If OMP has the right to terminate this Agreement pursuant in connection with any Disclosure Schedule Update if Parent reasonably and in good faith believes the Disclosure Schedule Update reflects new or changed information that is, or could be, material to Section 13.1 as a result the business of any matter disclosed in the Company and its Subsidiaries, and within five (5) business days following receipt of such Supplemental Disclosure LetterSchedule Update, but does not exercise such termination right by giving Parent shall provide written notice to OMS within ten Business Days after delivery the Shareholder Representative of such Supplemental Disclosure Letter, then each supplement its election to terminate the Agreement or amendment will be effective for purposes shall provide notice to the Shareholder Representative of Section 10.1(a), as if such supplement or amendment had been disclosed on the Disclosure Schedules delivered on the date of this Agreement, and OMP shall be deemed its election to have waived its right to subsequently assert that the conditions in Section 10.1(a) have not been satisfied on account thereof and OMP shall have no right to subsequently terminate this Agreement pursuant to Section 13.1 on account thereof; provided, however, that such Supplemental Disclosure Letter shall not be taken into account for purposes of Section 11.1 and shall not affect the rights of OMP to bring any claim against Oasis, OMS Holdings or OMS for indemnification under Section 11.1proceed with Closing.

Disclosure Schedule Update. OMS Holdings Within two (2) Business Days of items (i) and OMS (ii) of the definition of the Required Financial Statements having been completed, the Company shall cause copies thereof to be delivered to Parent. For twelve (12) Business Days following such completion, the Company shall have the right to disclose additional matters in a letter to OMP (a “Supplemental Disclosure Letter”) at any time prior deliver to the tenth Business Day prior Buyer a supplement to the Closing DateCompany Schedules, which supplement may only contain information obtained in connection with respect the preparation of the Required Financial Statements and may not relate to any event, condition, fact or circumstance that arises, or with respect matter resulting from a Willful Breach by a Seller Party. If the Company delivers such a supplement to which OMS Holdings’ Knowledge is first obtained, following the Buyer (the date of such delivery, the “Company Schedule Update Date”), the Buyer shall have five (5) Business Days following receipt of such supplement in which to (i) notify the Company in writing that the Buyer elects to terminate this Agreement that, had such additional matters been existing or occurring or of which OMS Holdings had been aware as (with the failure of the date of Buyer to deliver such a notification deemed to be an election by Buyer not to terminate this Agreement) and (ii) if Buyer does not elect to terminate this Agreement, would have been required either to waive any or all of the matters disclosed in such supplement or notify the Company in writing that the Buyer refuses to waive any or all of such matters (with the failure of the Buyer to deliver such a notification deemed to be set forth or described in an election by Buyer to waive all such matters). If the Disclosure Schedules delivered to OMP on Buyer waives any of such matters, the date applicable representations and warranties of the Company shall be deemed for all purposes of this Agreement to be qualified by the matters so waived. If the Buyer notifies the Company in order writing that it refuses to make waive any or all of such matters, the Company shall have the right, for five (5) Business Days following receipt of such notice, to terminate this Agreement upon written notice to the Buyer (with the failure of the Company to deliver such a notification of termination deemed to constitute the Company’s agreement that the matters which Buyer has refused to waive shall not for any purpose of this Agreement be deemed to qualify the representations and warranties true and correct as of the date of Company). Notwithstanding anything in this Agreement and/or as of to the Closing Date. OMP shall have ten Business Days after receipt of such Supplemental Disclosure Letter in which to review the Supplemental Disclosure Letter. If OMP has the right contrary, if (x) Buyer does not elect to terminate this Agreement pursuant and (y) Buyer waives any such matters relating to the representations and warranties made in Section 13.1 3.5(a) as a result of any matter disclosed in contemplated by the foregoing (including by failure to elect to terminate this Agreement or to waive such Supplemental Disclosure Letter, but does not exercise such termination right by giving written notice to OMS within ten matters during the applicable five (5) Business Days after delivery of such Supplemental Disclosure LetterDay period), then each supplement or amendment will be effective for purposes of the representations and warranties made in Section 10.1(a), as if such supplement or amendment had been disclosed on the Disclosure Schedules delivered on the date of this Agreement, and OMP 3.5(a) shall be deemed to have waived its right to subsequently assert that the conditions in Section 10.1(a) have not been satisfied on account thereof and OMP shall have no right to subsequently terminate expired for all purposes under this Agreement pursuant to Section 13.1 on account thereof; provided, however, that such Supplemental Disclosure Letter shall not be taken into account for purposes of Section 11.1 and shall not affect the rights of OMP to bring any claim against Oasis, OMS Holdings or OMS for indemnification under Section 11.1Agreement.

Disclosure Schedule Update. OMS Holdings and OMS shall have the right to disclose additional matters in a letter to OMP (a “Supplemental Disclosure Letter”) at any time prior to the tenth Business Day prior to the Closing Date, with respect to any event, condition, fact or circumstance that arises, or with respect to which OMS Holdings’ Knowledge knowledge is first obtained, following the date of this Agreement that, had such additional matters been existing or occurring or of which OMS Holdings had been aware as of the date of this Agreement, would have been required to be set forth or described in the Disclosure Schedules delivered to OMP on the date of this Agreement in order to make the representations and warranties true and correct as of the date of this Agreement and/or as of the Closing Date. OMP shall have ten Business Days after receipt of such Supplemental Disclosure Letter in which to review the Supplemental Disclosure Letter. If OMP has the right to terminate this Agreement pursuant to Section 13.1 10.1 as a result of any matter disclosed in such Supplemental Disclosure Letter, but does not exercise such termination right by giving written notice to OMS within ten Business Days after delivery of such Supplemental Disclosure Letter, then each supplement or amendment will be effective for purposes of Section 10.1(a7.1(a), as if such supplement or amendment had been disclosed on the Disclosure Schedules delivered on the date of this Agreement, and OMP shall be deemed to have waived its right to subsequently assert that the conditions in Section 10.1(a7.1(a) have not been satisfied on account thereof and OMP shall have no right to subsequently terminate this Agreement pursuant to Section 13.1 10.1 on account thereof; provided, however, that such Supplemental Disclosure Letter shall not be taken into account for purposes of Section 11.1 8.1 and shall not affect the rights of OMP to bring any claim against Oasis, OMS Holdings or OMS for indemnification under Section 11.18.1.