Common use of Notice; Efforts to Remedy Clause in Contracts

Notice; Efforts to Remedy. Seller and BCG on the one hand and Buyer on the other will notify the other party promptly in writing of, and contemporaneously will provide the other party with true and complete copies of any and all information and documents relating to, and will use their reasonable best efforts to cure within thirty (30) days (or by any subsequent date agreed upon by the parties), any event, transaction or circumstance occurring that causes or would cause any covenant or agreement under this Agreement made by the notifying party to be breached, or that renders or would render untrue any representation or warranty of the notifying party contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance. Each party will also use their reasonable best efforts to cure within thirty (30) days (or by any subsequent date agreed upon by the parties), any violation or breach of any representation, warranty, covenant or agreement made by such violating or breaching party in this Agreement. The party not in such violation or breach, as the case may be, may terminate this Agreement (to the extent such remedy is available to such party pursuant to Section 11.1(d) hereof); provided, however, that after the date established by the parties for Closing, such non-violating or non-breaching party may terminate this Agreement (to the extent such remedy is available to the non-violating or non-breaching party pursuant to Section 11.1(d) hereof) unless the breach or misrepresentation has been cured to the reasonable satisfaction of such non-breaching or non-misrepresenting party. Furthermore, each party shall notify the other party promptly in writing of any event, transaction or circumstance occurring that causes or would cause any covenant or agreement of such other party under this Agreement to be breached, or that renders or would render untrue any representation or warranty of such other party contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance. Such other party shall have thirty (30) days in which to effect a cure of such breach or misrepresentation before the non-breaching or non-misrepresenting party may terminate this Agreement (to the extent such remedy is available to the non-breaching or non-misrepresenting party pursuant to Section 11.1(d) hereof); provided, however, that after the date established by the parties for Closing, such non-breaching or non- misrepresenting party may terminate this Agreement (to the extent such remedy is available to the non-breaching or non-misrepresenting party pursuant to Section 11.1(d) hereof) unless the breach or misrepresentation has been cured to the reasonable satisfaction of such non-breaching or non-misrepresenting party. The failure of the discovering party to notify the other party of any such discovered event, transaction or circumstance shall not release the other party from any liability to the discovering party resulting from the breach attendant to such discovered event, transaction or circumstance; provided, however, that, unless the other party had independent knowledge of such event, circumstance or condition, such other party's liability shall be limited to the damages that would have nonetheless resulted to the discovering party had the discovering party disclosed such discovered event, transaction or circumstance to the other party prior to Closing.

Notice; Efforts to Remedy. Buyer will notify Seller and BCG on the one hand and Buyer on the other will notify the other party promptly in writing Paracelsus promptlx xx xxxxxng of, and contemporaneously will provide the other party Seller and Paracelsus with true and complete trxx xxx xxxplete copies of any and all information and documents relating to, and will use their reasonable best efforts to cure within thirty (30) days as soon as practicable (or by any subsequent date agreed upon by the parties), any event, transaction or circumstance occurring that causes or would cause any covenant or agreement of Buyer under this Agreement made by the notifying party to be breached, or that renders or would render untrue any representation or warranty of the notifying party Buyer contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance. Each party Buyer also will also use their reasonable best efforts to cure within thirty (30) days cure, as soon as practicable (or by any subsequent date agreed upon by the parties), any violation or breach of any representation, warranty, covenant or agreement made by such violating or breaching party either of them in this Agreement. The party not Buyer shall have a reasonable time within which to effect a cure of such breach or misrepresentations before Seller or Paracelsus may terxxxxxx xxxs Agreement (to the extent such remedy is available to Seller or Paracelsus pursuanx xx Xxxxxon 11.1(d) hereof); provided, however, that after the date established by the parties for Closing, Seller or Paracelsus may terxxxxxx xxxs Agreement (to the extent such remedy is available to Seller or Paracelsus pursuanx xx Xxxxxon 11.1(d) hereof) unless such breach or misrepresentation has been cured to the reasonable satisfaction of Seller or Paracelsus. Furthxxxxxx, Xxyer shall notify Seller and Paracelsus promptlx xx xxxxxng of any event, transaction or circumstance occurring that causes or would cause any covenant or agreement of Seller or Paracelsus under txxx Xxxxxxent to be breached, or that renders or would render untrue any representation or warranty of Seller or Paracelsus containxx xx xxxx Agreement as if the same were made on or as of the date of such event, transaction or circumstance. Seller and Paracelsus shall hxxx x xxxxonable time in which to effect a cure of such violation breach or breach, as the case may be, misrepresentation before Buyer may terminate this Agreement (to the extent such remedy is available to such party Buyer pursuant to Section 11.1(d) hereof); provided, however, that after the date established by the parties for Closing, such non-violating or non-breaching party Buyer may terminate this Agreement (to the extent such remedy is available to the non-violating or non-breaching party Buyer pursuant to Section 11.1(d) hereof) unless the breach or misrepresentation has been cured to the reasonable satisfaction of such non-breaching or non-misrepresenting party. Furthermore, each party shall notify the other party promptly in writing of any event, transaction or circumstance occurring that causes or would cause any covenant or agreement of such other party under this Agreement to be breached, or that renders or would render untrue any representation or warranty of such other party contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance. Such other party shall have thirty (30) days in which to effect a cure of such breach or misrepresentation before the non-breaching or non-misrepresenting party may terminate this Agreement (to the extent such remedy is available to the non-breaching or non-misrepresenting party pursuant to Section 11.1(d) hereof); provided, however, that after the date established by the parties for Closing, such non-breaching or non- misrepresenting party may terminate this Agreement (to the extent such remedy is available to the non-breaching or non-misrepresenting party pursuant to Section 11.1(d) hereof) unless the breach or misrepresentation has been cured to the reasonable satisfaction of such non-breaching or non-misrepresenting partyBuyer . The failure of the discovering party Buyer to notify the other party Seller and Paracelsus of any such discovered xxxx xxxxxvered event, transaction or circumstance shall not release the other party Seller and Paracelsus from any liability anx xxxxxxxxy to the discovering party Buyer resulting from the breach attendant to such discovered event, transaction or circumstance; provided, however, that, unless the other party Seller or Paracelsus had independent knowledge indxxxxxxxx xnowledge of such event, circumstance or condition, such other party's liability Paracelsus' and Sexxxx'x xxxbility shall be limited to the damages that would have nonetheless resulted to the discovering party Buyer had the discovering party Buyer disclosed such discovered event, transaction or circumstance to the other party Seller and Paracelsus prior to Closingtx Xxxxxxx.

Notice; Efforts to Remedy. Buyer will notify Seller and BCG on the one hand and Buyer on the other will notify the other party Paracelsus promptly in writing ofxxxxxxx xf, and contemporaneously will provide the other party Seller and Paracelsus with true and complete axx xxxxxxxe copies of any and all information and documents relating to, and will use their reasonable best efforts to cure within thirty (30) days as soon as practicable (or by any subsequent date agreed upon by the parties), any event, transaction or circumstance occurring that causes or would cause any covenant or agreement of Buyer under this Agreement made by the notifying party to be breached, or that renders or would render untrue any representation or warranty of the notifying party Buyer contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance. Each party Buyer also will also use their reasonable best efforts to cure within thirty (30) days cure, as soon as practicable (or by any subsequent date agreed upon by the parties), any violation or breach of any representation, warranty, covenant or agreement made by such violating or breaching party either of them in this Agreement. The party not Buyer shall have a reasonable time within which to effect a cure of such breach or misrepresentations before Seller or Paracelsus may terminaxx xxxx Xxreement (to the extent such remedy is available to Seller or Paracelsus pursuant to Xxxxxxx 01.1(d) hereof); provided, however, that after the date established by the parties for Closing, Seller or Paracelsus may terminaxx xxxx Xxreement (to the extent such remedy is available to Seller or Paracelsus pursuant to Xxxxxxx 01.1(d) hereof) unless such breach or misrepresentation has been cured to the reasonable satisfaction of Seller or Paracelsus. Furthermoxx, Xxxxx shall notify Seller and Paracelsus promptly in xxxxxxx xf any event, transaction or circumstance occurring that causes or would cause any covenant or agreement of Seller or Paracelsus under this Xxxxxxxxx to be breached, or that renders or would render untrue any representation or warranty of Seller or Paracelsus contained ix xxxx Xxxeement as if the same were made on or as of the date of such violation event, transaction or breach, as the case may be, circumstance. Seller and Paracelsus shall have x xxxxxxxxle time in which to effect a cure of such breach or misrepresentation before Buyer may terminate this Agreement (to the extent such remedy is available to such party Buyer pursuant to Section 11.1(d) hereof); provided, however, that after the date established by the parties for Closing, such non-violating or non-breaching party Buyer may terminate this Agreement (to the extent such remedy is available to the non-violating or non-breaching party Buyer pursuant to Section 11.1(d) hereof) unless the breach or misrepresentation has been cured to the reasonable satisfaction of such non-breaching or non-misrepresenting party. Furthermore, each party shall notify the other party promptly in writing of any event, transaction or circumstance occurring that causes or would cause any covenant or agreement of such other party under this Agreement to be breached, or that renders or would render untrue any representation or warranty of such other party contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance. Such other party shall have thirty (30) days in which to effect a cure of such breach or misrepresentation before the non-breaching or non-misrepresenting party may terminate this Agreement (to the extent such remedy is available to the non-breaching or non-misrepresenting party pursuant to Section 11.1(d) hereof); provided, however, that after the date established by the parties for Closing, such non-breaching or non- misrepresenting party may terminate this Agreement (to the extent such remedy is available to the non-breaching or non-misrepresenting party pursuant to Section 11.1(d) hereof) unless the breach or misrepresentation has been cured to the reasonable satisfaction of such non-breaching or non-misrepresenting partyBuyer . The failure of the discovering party Buyer to notify the other party Seller and Paracelsus of any such discovered xxxxxxxxxd event, transaction or circumstance shall not release the other party Seller and Paracelsus from any liability to the discovering party lixxxxxxx xx Buyer resulting from the breach attendant to such discovered event, transaction or circumstance; provided, however, that, unless the other party Seller or Paracelsus had independent knowledge indepenxxxx xxxxxedge of such event, circumstance or condition, such other party's liability Paracelsus' and Seller'x xxxxxxxty shall be limited to the damages that would have nonetheless resulted to the discovering party Buyer had the discovering party Buyer disclosed such discovered event, transaction or circumstance to the other party Seller and Paracelsus prior to ClosingClxxxxx.

Notice; Efforts to Remedy. Seller and BCG on the one hand and Buyer on the other will notify the other party Buyer promptly in writing of, and contemporaneously will provide the other party Buyer with true and complete copies of any and all information and documents relating to, and will use their reasonable best efforts to cure within thirty (30) days as soon as practicable (or by any subsequent date agreed upon by the parties), any event, transaction or circumstance occurring that causes or would cause any covenant or agreement of Seller or Paracelsus under this Agreement made by the notifying party txxx Xxxxxxent to be breached, or that renders or would render untrue any representation or warranty of the notifying party Seller contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance. Each party will Seller and Paracelsus also use their wixx xxx xxxir reasonable best efforts to cure within thirty (30) days cure, as soon as practicable (or by any subsequent date agreed upon by the parties), any violation or breach of any representation, warranty, covenant or agreement made by such violating or breaching party either of them in this Agreement. The party not in Seller and Paracelsus shall hxxx x xxxxonable time within which to effect a cure of such violation breach or breach, as the case may be, misrepresentations before Buyer may terminate this Agreement (to the extent such remedy is available to such party Buyer pursuant to Section 11.1(d) hereof); provided, however, that after the date established by the parties for Closing, such non-violating or non-breaching party Buyer may terminate this Agreement (to the extent such remedy is available to the non-violating or non-breaching party Buyer pursuant to Section 11.1(d) hereof) unless the such breach or misrepresentation has been cured to the reasonable satisfaction of such non-breaching or non-misrepresenting partyBuyer . Furthermore, each party Seller and Paracelsus shall notify the other party nxxxxx Xxxxr promptly in writing of any event, transaction or circumstance occurring that causes or would cause any covenant or agreement of such other party Buyer under this Agreement to be breached, or that renders or would render untrue any representation or warranty of such other party Buyer contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance. Such other party Buyer shall have thirty (30) days a reasonable time in which to effect a cure of such breach or misrepresentation before the non-breaching or non-misrepresenting party Seller may terminate this Agreement (to the extent such remedy is available to the non-breaching or non-misrepresenting party Seller pursuant to Section 11.1(d) hereof); provided, however, that after the date established by the parties for Closing, such non-breaching or non- misrepresenting party Seller may terminate this Agreement (to the extent such remedy is available to the non-breaching or non-misrepresenting party Seller pursuant to Section 11.1(d) hereof) unless the breach or misrepresentation has been cured to the reasonable satisfaction of such non-breaching or non-misrepresenting partySeller and Paracelsus. The failure of the discovering party fxxxxxx xx Seller to notify the other party Buyer of any such discovered event, transaction or circumstance shall not release the other party Buyer from any liability to the discovering party Seller resulting from the breach attendant to such discovered event, transaction or circumstance; provided, however, that, unless the other party Buyer had independent knowledge of such event, circumstance or condition, such other partyBuyer's liability shall be limited to the damages that would have nonetheless resulted to the discovering party Seller had the discovering party Seller disclosed such discovered event, transaction or circumstance to the other party Buyer prior to Closing.

Notice; Efforts to Remedy. Seller and BCG on the one hand and Buyer on the other will notify the other party Buyer promptly in writing of, and contemporaneously will provide the other party Buyer with true and complete copies of any and all information and documents relating to, and will use their reasonable best efforts to cure within thirty (30) days as soon as practicable (or by any subsequent date agreed upon by the parties), any event, transaction or circumstance occurring that causes or would cause any covenant or agreement of Seller or Paracelsus under this Agreement made by the notifying party Xxxxxxxxx to be breached, or that renders or would render untrue any representation or warranty of the notifying party Seller contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance. Each party Seller and Paracelsus also will also use their reasonable uxx xxxxx xeasonable best efforts to cure within thirty (30) days cure, as soon as practicable (or by any subsequent date agreed upon by the parties), any violation or breach of any representation, warranty, covenant or agreement made by such violating or breaching party either of them in this Agreement. The party not in Seller and Paracelsus shall have x xxxxxxxxle time within which to effect a cure of such violation breach or breach, as the case may be, misrepresentations before Buyer may terminate this Agreement (to the extent such remedy is available to such party Buyer pursuant to Section 11.1(d) hereof); provided, however, that after the date established by the parties for Closing, such non-violating or non-breaching party Buyer may terminate this Agreement (to the extent such remedy is available to the non-violating or non-breaching party Buyer pursuant to Section 11.1(d) hereof) unless the such breach or misrepresentation has been cured to the reasonable satisfaction of such non-breaching or non-misrepresenting partyBuyer . Furthermore, each party Seller and Paracelsus shall notify the other party promptly notifx Xxxxx xxomptly in writing of any event, transaction or circumstance occurring that causes or would cause any covenant or agreement of such other party Buyer under this Agreement to be breached, or that renders or would render untrue any representation or warranty of such other party Buyer contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance. Such other party Buyer shall have thirty (30) days a reasonable time in which to effect a cure of such breach or misrepresentation before the non-breaching or non-misrepresenting party Seller may terminate this Agreement (to the extent such remedy is available to the non-breaching or non-misrepresenting party Seller pursuant to Section 11.1(d) hereof); provided, however, that after the date established by the parties for Closing, such non-breaching or non- misrepresenting party Seller may terminate this Agreement (to the extent such remedy is available to the non-breaching or non-misrepresenting party Seller pursuant to Section 11.1(d) hereof) unless the breach or misrepresentation has been cured to the reasonable satisfaction of such non-breaching or non-misrepresenting partySeller and Paracelsus. The failure of the discovering party failuxx xx Xxxxer to notify the other party Buyer of any such discovered event, transaction or circumstance shall not release the other party Buyer from any liability to the discovering party Seller resulting from the breach attendant to such discovered event, transaction or circumstance; provided, however, that, unless the other party Buyer had independent knowledge of such event, circumstance or condition, such other partyBuyer's liability shall be limited to the damages that would have nonetheless resulted to the discovering party Seller had the discovering party Seller disclosed such discovered event, transaction or circumstance to the other party Buyer prior to Closing.

Notice; Efforts to Remedy. Seller and BCG SCH on the one hand and Buyer on the other will notify the other party promptly in writing of, and contemporaneously will provide the other party with true and complete copies of any and all information and documents relating to, and will use their reasonable best efforts to cure within thirty fifteen (3015) days (or by any subsequent date agreed upon by the parties), any event, transaction or circumstance occurring that causes or would cause any covenant or agreement under this Agreement made by the notifying party to be breached, or that renders or would render untrue any representation or warranty of the notifying party contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance. Each party will also use their reasonable best efforts to cure within thirty fifteen (3015) days (or by any subsequent date agreed upon by the parties), any violation or breach of any representation, warranty, covenant or agreement made by such violating or breaching party in this Agreement. The party not in such violation or breach, as the case may be, may terminate this Agreement (to the extent such remedy is available to such party pursuant to Section 11.1(d) hereof); provided, however, that after the date established by the parties for Closing, such non-violating or non-breaching party may terminate this Agreement (to the extent such remedy is available to the non-violating or non-breaching party pursuant to Section 11.1(d) hereof) unless the breach or misrepresentation has been cured to the reasonable satisfaction of such non-breaching or non-non- misrepresenting party. Furthermore, each party shall notify the other party promptly in writing of any event, transaction or circumstance occurring that causes or would cause any covenant or agreement of such other party under this Agreement to be breached, or that renders or would render untrue any representation or warranty of such other party contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance. Such other party shall have thirty (30) days in which to effect a cure of such breach or misrepresentation before the non-breaching or non-non- misrepresenting party may terminate this Agreement (to the extent such remedy is available to the non-breaching or non-misrepresenting party pursuant to Section 11.1(d) hereof); provided, however, that after the date established by the parties for Closing, such non-breaching or non- non-misrepresenting party may terminate this Agreement (to the extent such remedy is available to the non-non- breaching or non-misrepresenting party pursuant to Section 11.1(d) hereof) unless the breach or misrepresentation has been cured to the reasonable satisfaction of such non-non- breaching or non-misrepresenting party. The failure of the discovering party to notify the other party of any such discovered event, transaction or circumstance shall not release the other party from any liability to the discovering party resulting from the breach attendant to such discovered event, transaction or circumstance; provided, however, that, unless the other party had independent knowledge of such event, circumstance or condition, such other party's liability shall be limited to the damages that would have nonetheless resulted to the discovering party had the discovering party disclosed such discovered event, transaction or circumstance to the other party prior to Closing.