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”) 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 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.