Disclosure Supplement. The Company shall have the right to supplement its disclosure to Buyer with respect to any matter arising after the date of this Agreement that, if existing or occurring on or prior to the date of this Agreement, would have been required to be set forth or described in any schedule hereto. If such additional information set forth in such supplement (together with any additional information set forth in the disclosure schedules and any prior supplement) reveal facts, events or circumstances that Buyer reasonably believes will have, individually or in the aggregate, a Material Adverse Effect, then the condition stated in Section 5.02(a) shall be deemed not to have been satisfied and this Agreement may be terminated by Buyer.
Disclosure Supplement. If, prior to closing, any seller has actual knowledge of an error, inaccuracy, or omission in any prior disclosure document after delivery of that disclosure document to a prospective buyer, that seller shall supplement the prior disclosure document with a written supplemental disclosure.
Disclosure Supplement. The Company shall have the right from time to time prior to the Closing to supplement or amend the Company Disclosure Letter with respect to any matter hereafter arising that, if existing or known at the date of this Agreement, would have been required to be set forth or described in the Company Disclosure Letter; provided that without the consent of Buyer no such updates shall be taken into account for purposes of determining whether or not the conditions set forth in Section 5.1 are satisfied or in determining whether Seller or the Company has breached any of its respective representations and warranties or covenants or other agreements for any purpose under this Agreement.
Disclosure Supplement. From time to time prior to 5:00 p.m. New York City time on July 30, 1998, Seller may supplement or amend the Disclosure Schedule with respect to any matter hereafter arising or any information obtained after the date hereof. Any supplement to or amendment of the Disclosure Schedule shall be treated for all purposes of this Agreement as though the matters identified or described therein had been included in the Disclosure Schedule delivered by Seller contemporaneously with the execution and delivery of this Agreement.
Disclosure Supplement. Each party shall have the right from time to time prior to the Closing to supplement or amend its Disclosure Letter with respect to any matter hereafter arising that, if existing or known at the date of this Agreement, would have been required to be set forth or described in such Disclosure Letter. Any such supplemental or amended disclosure shall not be deemed to have cured any breach of any representation or warranty made in this Agreement for purposes of Article IX, and will not be deemed to have cured any such breach made in this Agreement nor to have been disclosed as of the date of this Agreement for purposes of determining whether or not the conditions set forth in Article VII hereof have been satisfied.
Disclosure Supplement. (a) Seller hereby delivers to Buyer a supplement to the Seller Disclosure Schedule (the "Seller Disclosure Supplement"), in the form attached hereto. The Seller Disclosure Supplement shall amend the Seller Disclosure Schedule and such amendment shall be effective as of February 9, 1999. Each reference to the Seller Disclosure Schedule in the Agreement shall be deemed to refer the Seller Disclosure Schedule as amended and supplemented by the Seller Disclosure Supplement."
Disclosure Supplement. During the period from the date hereof to the Closing Date, the Sellers shall be entitled to supplement and amend the Schedules to the Disclosure Letter to update information, events, agreements, transactions or occurrences to be set forth therein, in each case, promptly after the Sellers become aware of any such information, events, agreements, transactions or occurrences, provided that no such supplement or amendment shall be made to add, modify or update any information, events, agreements, transactions or occurrences if such supplement or amendment arises from matters existing on or prior to the date hereof; and provided further that such supplement or amendment shall be deemed disclosed but shall not qualify, or constitute exceptions to, any representations and warranties of Sellers contained in Article IV or limit Purchaser's right to indemnification under Article VII. Notwithstanding the foregoing, in case such supplement or amendment would constitute, or would be expected to result in, a Material Adverse Change, Purchaser shall be entitled not to consummate the transactions contemplated by this Agreement and to terminate the Agreement in accordance with Section 8.1 below.
Disclosure Supplement. The Company shall have the right to supplement in writing its disclosure to Buyer with respect to any matter arising after the date of this Agreement that, if existing or occurring on or prior to the date of this Agreement, would have been required to be set forth or described in any schedule hereto. If such additional information set forth in such supplement (together with any additional information set forth in the disclosure schedules and any prior supplement) reveal facts, events or circumstances that Buyer reasonably believes will have, individually or in the aggregate, a Material Adverse Effect, and Buyer gives notice of such belief to Seller within three business days from the date of the disclosure, then the condition stated in Section 5.02(a) shall be deemed not to have been satisfied and this Agreement may be terminated by Buyer.
Disclosure Supplement. Pursuant to Section 6.11 of the ASPA, the Sellers decide to supplement and amend the Schedules to the Disclosure Letter as follows:
Disclosure Supplement. (a) From the date of this Agreement until the earlier to occur of the Closing Date or the termination of this Agreement pursuant to Article 10, Seller shall provide prompt written notice (each, a “Seller Notice”) to Purchasers of (i) the failure of any of the representations and warranties set forth in Article 5 to be true and correct in any material respect (subject to any qualifications set forth in the applicable representation or warranty or Disclosure Letter), (ii) events or conditions that could reasonably result in the conditions set forth in Sections 8.2(a), (b) or (c) not being satisfied, (iii) any circumstance that would reasonably be expected to result in a Material Adverse Effect or (iv) any Product Registration becoming invalid or not in full force and effect.
