Common use of Notice of Developments Clause in Contracts

Notice of Developments. Each party will give prompt written notice to the other party of any material adverse development causing a breach of any of its own representations and warranties in this Agreement. No disclosure by any party pursuant to this section, however, shall be deemed to amend or supplement the Disclosure Schedule or to prevent or cure any misrepresentation, breach of warranty, or breach of covenant.

Appears in 9 contracts

Samples: Share Sale Agreement (Ia Global Inc), Share Purchase Agreement (Ia Global Inc), Investment Agreement (Medium4 Com Inc)

AutoNDA by SimpleDocs

Notice of Developments. Each party to this Agreement will give prompt written notice to each of the other party parties of any material adverse development causing a breach of any of its own representations and warranties contained in Article II of this Agreement. No disclosure by any party pursuant to this section, however, Section 3.7 shall be deemed to amend or supplement the Disclosure Schedule Schedules or to prevent or cure any misrepresentation, misrepresentation or breach of warranty, or breach of covenant.

Appears in 4 contracts

Samples: Investment Agreement (North American Financial Holdings, Inc.), Investment Agreement (North American Financial Holdings, Inc.), Investment Agreement (Green Bankshares, Inc.)

Notice of Developments. Each party Party will give prompt written notice to the other party of any material adverse development causing a breach of any of its own representations and warranties in this Agreementthe previous two Articles above. No disclosure by any party Party pursuant to this sectionparagraph, however, shall be deemed to amend or supplement the Disclosure Schedule Exhibits or to prevent or cure any misrepresentation, breach of warranty, or breach of covenant.

Appears in 3 contracts

Samples: Merger Agreement (Olson Lawrence G), Merger Agreement (Rud John O), Merger Agreement (Azco Mining Inc)

Notice of Developments. Each party will give prompt written notice to the other party of any material adverse development causing a breach of any of its own representations and warranties contained herein. Except as specified in this Agreement. No such written notice, no disclosure by any a party pursuant to this section, however, Section 6.06 shall be deemed to amend or supplement the Disclosure Schedule or to prevent or cure any misrepresentation, breach of warranty, or breach of covenant.

Appears in 3 contracts

Samples: Transaction Agreement (Dakota Growers Pasta Co), Transaction Agreement (Dakota Growers Restructuring Co Inc), Transaction Agreement (Dakota Growers Restructuring Co Inc)

Notice of Developments. Each party will give prompt written notice to the other party of any material adverse development causing a breach of any of its own representations and warranties contained herein. Except as specified in this Agreement. No such written notice, no disclosure by any a party pursuant to this section, however, Section 5.06 shall be deemed to amend or supplement the such party's Disclosure Schedule or to prevent or cure any misrepresentation, breach of warranty, or breach of covenant.

Appears in 2 contracts

Samples: Transaction Agreement (Minnesota Corn Processors LLC), Transaction Agreement (Minnesota Corn Processors LLC)

Notice of Developments. Each party Party will give prompt written notice to the other party of any material adverse development causing a breach of any of its own representations and warranties contained in this Agreement. No disclosure by any party Party pursuant to this sectionSection, however, shall be deemed to amend or supplement the Disclosure Schedule or to prevent or cure any misrepresentation, breach of warranty, or breach of covenant.

Appears in 2 contracts

Samples: Merger Agreement (flooidCX Corp.), Merger Agreement (flooidCX Corp.)

Notice of Developments. Each party Party will give prompt written notice to the other party Party of any material adverse development causing a breach of any of its own representations and warranties in this AgreementArticle V and Article VI above. No disclosure by any party Party pursuant to this sectionSection 7.7, however, shall be deemed to amend or supplement the Disclosure Schedule Schedules or to prevent or cure any misrepresentation, breach of warranty, or breach of covenant.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Dana Corp), Asset Purchase Agreement (Standard Motor Products Inc)

Notice of Developments. Each party will give prompt written notice to the other party of any material adverse development causing a breach of any of its own representations and warranties in this Agreementherein. No disclosure by any party pursuant to this sectionSection, however, shall be deemed to amend or supplement the Disclosure Schedule or to prevent or cure any misrepresentation, breach of warranty, or breach of covenant.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ponte Nossa Acquisition Corp), Agreement and Plan of Merger (Ponte Nossa Acquisition Corp)

Notice of Developments. Each party Party will give prompt written notice to the other party Party of any material adverse development causing a breach of any of its own representations and warranties in this AgreementSECTION 3 and SECTION 4. No disclosure by any party Party pursuant to this sectionsubsection, however, shall be deemed to amend or supplement the Disclosure Schedule any disclosures or representations set forth in this Agreement or to prevent or cure any misrepresentation, breach of warranty, or breach of covenant, unless so mutually agreed by the Parties.

Appears in 1 contract

Samples: Asset Purchase Agreement (Bollinger Industries Inc)

Notice of Developments. Each party Party will give prompt written notice to the other party of any material adverse development causing a breach of any of its own representations and warranties in this AgreementSection III, IV or V above. No disclosure by any party Party pursuant to this sectionSection VI, however, shall be deemed to amend or supplement the Disclosure Schedule or to prevent or cure any misrepresentation, breach of warranty, or breach of covenant.

Appears in 1 contract

Samples: Merger Agreement (Vianet Technologies Inc)

Notice of Developments. Each party will give prompt written notice to the other party of any material adverse development causing a breach of any of its own representations and warranties contained in this Agreement. No disclosure by any party pursuant to this sectionSection 7.05, however, shall be deemed to amend or supplement the Disclosure Schedule or to prevent or cure any misrepresentation, breach of warranty, warranty or breach of covenant.

Appears in 1 contract

Samples: Asset Purchase Agreement (Twinlab Corp)

Notice of Developments. Each party The parties will give prompt written notice to the any other party of any material adverse development causing a breach of any of its own the representations and warranties set forth in this Agreement. No disclosure by any party pursuant to this sectionSection 4.5, however, shall be deemed to amend or supplement the Disclosure Schedule or to prevent or cure any misrepresentation, breach of warranty, warranty or breach of covenant.

Appears in 1 contract

Samples: Stock Purchase Agreement (Ameritrade Holding Corp)

Notice of Developments. Each party Party will give prompt written notice to the other party Parties of any material adverse development causing a breach of any of its own representations and warranties in this Agreement or a violation of any of its covenants set forth in this Agreement. No disclosure by any party Party pursuant to this sectionSection, however, shall be deemed to amend or supplement the such Party's Disclosure Schedule or to prevent or cure any misrepresentation, misrepresentation or breach of warranty, or breach of covenant.

Appears in 1 contract

Samples: Securities Exchange Agreement (Liska Biometry Inc)

Notice of Developments. Each party Party will give prompt written notice to the other party of any material adverse development causing a breach affecting the ability of any of its own representations and warranties in such Party to consummate the transactions contemplated by this AgreementAGREEMENT. No disclosure by any party Party pursuant to this section, however, shall be deemed to amend or supplement the Disclosure Schedule or to prevent or cure any misrepresentation, breach of warranty, or breach of covenant.

Appears in 1 contract

Samples: Merger Agreement (Weststar Environmental Inc)

Notice of Developments. Each party will Party shall give prompt written notice to the other party others of any material adverse development causing a breach of any of its own representations and warranties contained in this Agreement. No disclosure by any party Party pursuant to this sectionSection 4.03(o), however, shall be deemed to amend or supplement the Disclosure Schedule or to prevent or cure any misrepresentation, breach of warranty, or breach of covenant.

Appears in 1 contract

Samples: Share Exchange Agreement (Sports Information Publishing Corp)

Notice of Developments. Each party hereto will give prompt written notice to the other party hereto of any material adverse development causing event that could reasonably be expected to cause a breach of any of its own representations and warranties in this Agreementrepresentations, warranties, covenants or other agreements contained herein. No disclosure by any party pursuant to this section, however, Section 6.3 shall be deemed to amend or supplement the Disclosure Schedule any Schedule, or to prevent or cure any misrepresentation, breach of warranty, warranty or breach of covenantcovenant or other agreement.

Appears in 1 contract

Samples: Merger Agreement (Markland Technologies Inc)

AutoNDA by SimpleDocs

Notice of Developments. Each party will give prompt written notice to the other party of any material adverse development causing a breach of any of its own representations and warranties contained herein. Except as specified in this Agreement. No such written notice, no disclosure by any a party pursuant to this section, however, Section 5.06 shall be deemed to amend or supplement the Disclosure Schedule or to prevent or cure any misrepresentation, breach of warranty, or breach of covenant.

Appears in 1 contract

Samples: Transaction Agreement (Minnesota Corn Processors LLC)

Notice of Developments. Each party will give prompt written notice to the other party others of any material adverse development causing a Material breach of any of its own representations and warranties in this AgreementArticles IV, V and VI above. No disclosure by any party pursuant to this sectionSection, however, shall be deemed to amend or supplement the Disclosure Schedule Schedules to this Agreement or to prevent or cure any misrepresentation, breach of warranty, or breach of covenant.

Appears in 1 contract

Samples: Merger Agreement (Riscorp Inc)

Notice of Developments. Each party will give prompt written notice to the other party of any material adverse development causing a breach of any of its own representations and warranties in this AgreementArticle IV, Article V and Article VI above. No disclosure by any party pursuant to this sectionSection 7.7, however, shall be deemed to amend or supplement the Disclosure Schedule Schedules or to prevent or cure any misrepresentation, breach of warranty, or breach of covenant.

Appears in 1 contract

Samples: Stock Purchase Agreement (Diamond Home Services Inc)

Notice of Developments. Each party of the parties hereto will give prompt written notice to the other party others of any material adverse development causing a breach of any of his, her, or its own representations and warranties in this Agreement. No ; provided, however, that no such disclosure by any party pursuant to this section, however, shall be deemed to amend or supplement the Disclosure any provision of this Agreement (including any Schedule or Exhibit) or to prevent or cure any misrepresentation, breach of warranty, or breach of covenant.

Appears in 1 contract

Samples: Stock Purchase Agreement (PBSJ Corp /Fl/)

Notice of Developments. Each party of the Parties will give prompt written notice to the other party Parties of any material adverse development causing that causes or is likely to cause a material breach of any of its own representations and warranties contained in this Agreement. No Such disclosure by any party Party pursuant to this section, however, Section shall be deemed to amend or supplement any disclosure contained in the Disclosure Schedule or Schedules attached hereto to prevent or cure any misrepresentation, breach of warranty, or breach of covenant.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Enviroq Corp /De/)

Notice of Developments. Each party will give prompt written notice to the other party of any material adverse development causing a breach of any of its own representations and representations, warranties in this Agreementor covenants hereunder. No disclosure by any party pursuant to this sectionSection 5.06, however, shall be deemed to amend or supplement the Disclosure Schedule or to prevent or cure any misrepresentation, breach of warranty, warranty or breach of covenant. As used herein, "Disclosure Schedule" means the Schedules attached hereto and referred to herein.

Appears in 1 contract

Samples: Asset Purchase Agreement (Universal Broadband Communications Inc)

Notice of Developments. Each party Party will give prompt written notice to the other party Party of any material adverse development of which such Party becomes aware causing a breach of any of its own representations and warranties in this Agreementhereunder. No disclosure by any party Party pursuant to this sectionSection 10(d), however, shall be deemed to amend or supplement the respective Disclosure Schedule of either Party or to prevent or cure any misrepresentation, breach of warranty, or breach of covenant.

Appears in 1 contract

Samples: Merger Agreement (Capital Title Group Inc)

Notice of Developments. Each party Party will give prompt written notice to the other party Parties of any material adverse development causing a breach of any of its own representations and warranties in this Agreement or covenants in Article 3 of this Agreement. No disclosure by any party Party pursuant to this sectionSection 3.6, however, shall be deemed to amend or supplement any schedule to the Disclosure Schedule Agreement or to prevent or cure any misrepresentation, breach of warranty, or breach of covenant.

Appears in 1 contract

Samples: Wholesale Service Provider and Distribution Agreement (I Link Inc)

Notice of Developments. Each party Party will give prompt written notice to the other party others of any material adverse development causing a breach of any of his or its own representations and warranties contained in this AgreementArticle 2 above. No disclosure by any party Party pursuant to this sectionSection 3.6, however, shall be deemed to amend or supplement the Company Disclosure Schedule or to prevent or cure any misrepresentation, breach of warranty, or breach of covenant.

Appears in 1 contract

Samples: Stock Purchase Agreement (Geokinetics Inc)

Notice of Developments. Each party will give prompt written notice to the other party others of any material adverse development causing a Material breach of any of its own representations and warranties in this AgreementArticles III and IV above. No disclosure by any party pursuant to this sectionSection, however, shall be deemed to amend or supplement the Disclosure Schedule Schedules to this Agreement or to prevent or cure any misrepresentation, breach of warranty, or breach of covenant.

Appears in 1 contract

Samples: Stock Purchase Agreement (Riscorp Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!