Common use of Notice of Developments Clause in Contracts

Notice of Developments. (i) Seller may elect at any time to notify Buyer of any development causing a breach of any of the representations and warranties in §3 above. Unless Buyer has the right to terminate this Agreement pursuant to §9(a)(ii) below by reason of the development and exercises that right within the period of fifteen (15) business days referred to in §9(a)(ii) below, the written notice pursuant to this §5(d)(i) will be deemed to have amended the Disclosure Schedule, to have qualified the representations and warranties contained in §3 above, and to have cured any misrepresentation or breach of warranty that otherwise might have existed hereunder by reason of the development. (ii) Each Party will give prompt written notice to the others of any material adverse development causing a breach of any of his or its own representations and warranties in §3 above. No disclosure by any Party pursuant to this §5(d)(ii), however, shall be deemed to amend or supplement Annex I or the Disclosure Schedule or to prevent or cure any misrepresentation or breach of warranty.

Notice of Developments. (i) Seller Sellers may elect at any time to notify Buyer in writing of any development causing a breach of any of the its representations and warranties in §3 Section 4 above. Unless Buyer has the right to terminate this Agreement pursuant to §Section 9(a)(ii) below by reason of the development and exercises that right within the period of fifteen (15) 10 business days referred to in §Section 9(a)(ii) below, the written notice pursuant to this §5(d)(iSection 5(b)(i) will be deemed to have amended the Disclosure Schedule, to have qualified the representations and warranties contained in §3 Section 4 above, and to have cured any misrepresentation or breach of warranty that otherwise might have existed hereunder by reason of the development, in each case to the extent of the disclosure contained in such written notice. (ii) Each Party will give prompt written notice to the others other of any material adverse development causing a breach of any of his or its own representations and warranties in §Section 3 above. No disclosure by any Party pursuant to this §5(d)(iiSection 5(b)(ii), however, shall be deemed to amend or supplement Annex I or the Disclosure Schedule or to prevent or cure any misrepresentation or breach of warranty.

Notice of Developments. (i) 5.4.1 The Seller may elect at any time to notify Buyer of any development causing a breach of any of the its representations and warranties in §Section 3 above. Unless Buyer has the right to terminate this Agreement pursuant to §9(a)(ii) Section 7 below by reason of the development and exercises that right within the period of fifteen ten (1510) business days referred to in §9(a)(ii) belowSection 7, the written notice pursuant to this §5(d)(i) Section 5.4 will be deemed to have amended the Disclosure Schedule, to have qualified the representations and warranties contained in §Section 3 above, and to have cured any misrepresentation or breach of warranty that otherwise might have existed hereunder by reason of the development. (ii) 5.4.2 Each Party will give prompt written notice to the others other Party of any material adverse development causing a breach of any of his or its own representations and warranties in §Section 3 and, Section 4 above. No disclosure by any Party pursuant to this §5(d)(ii)Section 5.4, however, shall be deemed to amend or supplement Annex I or the Disclosure Schedule or to prevent or cure any misrepresentation or breach of warranty.

Notice of Developments. (i) Seller Any of Sellers may elect at any time to notify Buyer both orally and in writing of any development causing a breach of any of the representations and warranties in §3 Section 4, Section 5, Section 6 or Section 7 above. Unless Buyer has the right to terminate terminates this Agreement pursuant to §9(a)(iiSection 13(a)(ii) below by reason of the development and exercises that right within the period of fifteen (15) business days referred to in §9(a)(iiSection 13(a)(ii) below, the written notice pursuant to this §5(d)(iSection 8(e)(i) will be deemed to have amended the Disclosure Schedule, to have qualified the representations and warranties contained in §3 aboveSections 4-7 above with respect to the matter indicated in the notice, and to have cured any misrepresentation or breach of warranty that otherwise might have existed hereunder by reason of the development. (ii) Each Party will give prompt written notice to the others of any material adverse development causing a breach of any of his or its own representations and warranties in §Section 3 above. No disclosure by any Party pursuant to this §5(d)(iiSection 8(e)(ii), however, shall be deemed to amend or supplement Annex I or the Disclosure Schedule or to prevent or cure any misrepresentation or breach of warranty.

Notice of Developments. (i) Seller may elect at any time to notify Buyer of any development causing a breach of any of the representations and warranties in §3 Section 4 above. Unless Buyer has the right to terminate this Agreement pursuant to §Section 9(a)(ii) below by reason of the development and exercises that right within the period of fifteen (15) business 10 days referred to in §Section 9(a)(ii) below, the written notice pursuant to this §5(d)(iSection 5(e)(i) will be deemed to have amended the Disclosure Schedule, to have qualified the representations and warranties contained in §3 Section 4 above, and to have cured any misrepresentation or breach of warranty that otherwise might have existed hereunder by reason of the development. (ii) Each Party will give prompt written notice to the others other of any material adverse development causing a breach of any of his or its own representations and warranties in §Section 3 above. No disclosure by any Party pursuant to this §5(d)(iiSection 5(e)(ii), however, shall be deemed to amend or supplement Annex I or the Disclosure Schedule or to prevent or cure any misrepresentation or breach of warranty.

Notice of Developments. (ia) Seller may elect at any time to notify Buyer of any development causing a breach of any of the representations and warranties in §3 Section 2 above. Unless Buyer has the right to terminate this Agreement pursuant to §9(a)(iiSection 7.1(b) below by reason of the development and exercises that right within the period of fifteen ten (1510) business days Business Days referred to in §9(a)(iiSection 7.1(b) below, the written notice pursuant to this §5(d)(iSection 4.6(a) will be deemed to have amended the Disclosure Schedule, to have qualified the representations and warranties contained in §3 Section 2 above, and to have cured any misrepresentation or breach of warranty that otherwise might have existed hereunder by reason of the development.; and (iib) Each Party will give prompt written notice to the others of any material adverse development causing a breach of any of his or its own representations and warranties in §3 abovewarranties. No disclosure by any Party pursuant to this §5(d)(iiSection 4.6(b), however, shall be deemed to amend or supplement Annex I or the Disclosure Schedule or to prevent or cure any misrepresentation or breach of warranty.

Notice of Developments. (i) Seller Company may elect at any time to notify Buyer and Nova of any development causing a breach of any of the its representations and warranties in §Section 3 (f)-(p) above. Unless Buyer has and Nova have the right to terminate this Agreement pursuant to §9(a)(iiSection 7(a)(ii) below by reason of the development and exercises exercise that right within the period of fifteen ten (1510) business days referred to in §9(a)(iiSection 7(a)(ii) below, the written notice pursuant to this §5(d)(iSection 5(e)(i) will be deemed to have amended the Disclosure Schedule, to have qualified the representations and warranties contained in §Section 3 above, and to have cured any misrepresentation or breach of warranty that otherwise might have existed hereunder by reason of the development. (ii) Each Party will give prompt written notice to the others other Party of any material adverse development causing a breach of any of his or its own representations and warranties in §3 Section 3(a)-(e) and Section 4 above. No disclosure by any Party pursuant to this §5(d)(iiSection 5(e)(ii), however, shall be deemed to amend or supplement Annex I or the Disclosure Schedule or to prevent or cure any misrepresentation or breach of warranty.

Notice of Developments. (i) The Seller may elect at any time to and the Management shall promptly notify Buyer the Plaintiffs in writing of any development causing a breach of any of the its or their respective representations and warranties in §Section 3 above. Unless Buyer the Plaintiffs has the right to terminate this Agreement pursuant to §9(a)(iiSection 7(a)(ii) below by reason of the development and exercises that right within the period of fifteen (15) 20 business days referred to in §9(a)(ii) belowdays, the written notice pursuant to this §5(d)(iSection 5(e)(i) will be deemed to have amended the Disclosure Schedule, Schedules or otherwise to have qualified the representations and warranties contained in §Section 3 above, and to have cured any misrepresentation or breach of warranty that otherwise might have existed hereunder under this Agreement by reason of the development. (ii) Each Party will give prompt written notice to the others other Party of any material adverse development causing a breach of any of his or its own representations and warranties in §Section 3 and Section 4 above. No disclosure by any Party pursuant to this §5(d)(iiSection 5(e)(ii), however, shall be deemed to amend or supplement Annex I or the Disclosure Schedule this Agreement or to prevent or cure any misrepresentation or breach of warranty.

Notice of Developments. (i) Seller may elect at any time prior to the Closing to notify Buyer of any development causing a breach of any of the its representations and warranties in §3 3(g)–(p) above. Unless Buyer has the right to terminate this Agreement pursuant to §9(a)(ii7(a)(ii) below by reason of the development and exercises that right within the period of fifteen (15) 10 business days referred to in §9(a)(ii7(a)(ii) below, the written notice pursuant to this §5(d)(i5(e)(i) will be deemed to have amended the Disclosure Schedule, to have qualified the representations and warranties contained in §3 above, and to have cured any misrepresentation or breach of warranty that otherwise might have existed hereunder by reason of the development. (ii) Each Prior to the Closing each Party will give prompt written notice to the others other Party of any material adverse development causing a breach of any of his his, her, or its own representations and warranties in §3 3(a)–(f) and §4 above. No disclosure by any Party pursuant to this §5(d)(ii5(e)(ii), however, shall be deemed to amend or supplement Annex I or the Disclosure Schedule or to prevent or cure any misrepresentation or breach of warranty.

Notice of Developments. (ia) The Seller may elect at any time to notify the Buyer of any development causing a breach of any of the its representations and warranties in §3 Article m above. Unless the Buyer has the right to terminate this Agreement pursuant to §9(a)(iiSection 8.1(b) below by reason of the development and exercises that right within the period of fifteen (15) 10 business days referred to in §9(a)(iiSection 8.1(b) below, the written notice pursuant to this §5(d)(iSection 5.6(a) will be deemed to have amended the Disclosure ScheduleSchedules, to have qualified the representations and warranties contained in §3 above, Article III above and to have cured any misrepresentation or breach of warranty that otherwise might have existed hereunder by reason of the development. (iib) Each Party party will give prompt written notice to the others other party of any material adverse development causing a breach of any of his or its own representations and warranties in §3 Articles m or IV above. No disclosure by any Party party pursuant to this §5(d)(iiSection 5.6(b), however, shall be deemed to amend or supplement Annex I or the Disclosure Schedule Schedules or to prevent or cure any misrepresentation or breach of warranty.

Notice of Developments. (i) Seller may elect at any time to shall notify Buyer of any development causing a breach of any of the their representations and warranties in §Section 3 above. Unless If Buyer has the right to terminate this Agreement pursuant to §9(a)(iiSection 7(a)(ii) below by reason of the development and exercises does not exercise that right within the period of fifteen (15) 10 business days referred to in §9(a)(iiSection 7(a)(ii) below, the written notice pursuant to this §5(d)(iSection 5(e)(i) will be deemed to have amended the Disclosure Schedule, to have qualified the representations and warranties contained in §Section 3 above, and to have cured any misrepresentation or breach of warranty that otherwise might have existed hereunder by reason of the development. (ii) Each Party will give prompt written notice to the others other Party of any material adverse development causing a breach of any of his or its own representations and warranties in §Section 3 and Section 4 above. No disclosure by any Party pursuant to this §5(d)(iiSection 5(e)(ii), however, shall be deemed to amend or supplement Annex I or the Disclosure Schedule or to prevent or cure any misrepresentation or breach of warranty.

Notice of Developments. (i) 5.5.1 Seller may elect at any time to notify Buyer of any development causing a breach of any of the representations and warranties in §3 Section 3.1 or Section 4 above. Unless Buyer has the right to terminate this Agreement pursuant to §9(a)(ii) Section 9.1.2 below by reason of the development and exercises that right within the period of fifteen (15) 10 business days referred to in §9(a)(ii) Section 9.1.2 below, the written notice pursuant to this §5(d)(i) Section 5.5.1 will be deemed to have amended the Disclosure Schedule, to have qualified the representations and warranties contained in §3 Section 4 above, and to have cured any misrepresentation or breach of warranty that otherwise might have existed hereunder by reason of the development. (ii) 5.5.2 Each Party will give prompt written notice to the others of any material adverse development causing a breach of any of his or its own representations and warranties in §Sections 3 and 4 above. No disclosure by any Party pursuant to this §5(d)(ii)Section 5.5.2, however, shall be deemed to amend or supplement Annex I I, Annex II, or the Disclosure Schedule or to prevent or cure any misrepresentation or breach of warranty.

Notice of Developments. (i) Seller may elect at any time to shall notify Buyer of any development causing a breach of any of the representations and warranties in §3 Section 4 above. Unless Buyer has the right to terminate this Agreement pursuant to §Section 9(a)(ii) below by reason of the development and exercises that right within the period of fifteen (15) 5 business days referred to in §Section 9(a)(ii) below, the written notice pursuant to this §Section 5(d)(i) will be deemed to have amended the Disclosure Schedule, to have qualified the representations and warranties contained in §3 4 above, and to have cured any misrepresentation or breach of warranty that otherwise might have existed hereunder by reason of the development. (ii) Each Party will give prompt written notice to the others of any material adverse development causing a breach of any of his or its own representations and warranties in §3 above. No disclosure by any Party pursuant to this §Section 5(d)(ii), however, shall be deemed to amend or supplement Annex I or the Disclosure Schedule or to prevent or cure any misrepresentation or breach of warranty.

Notice of Developments. (i) The Seller may elect at any time to shall notify the Buyer of any development causing a material breach of any of the representations and warranties in §3 Section 5 above. Unless the Buyer has the right to terminate this Agreement pursuant to §9(a)(iiSection 10(a)(ii) below by reason of the development and exercises that right within the period of fifteen (15) 5 business days referred to in §9(a)(iiSection 10(a)(ii) below, the written notice pursuant to this §5(d)(iSection 6(e)(i) will be deemed to have amended the Disclosure Schedule, to have qualified the representations and warranties contained in §3 Section 5 above, and to have cured any misrepresentation or breach of warranty that otherwise might have existed hereunder by reason of the development. (ii) Each Party will give prompt written notice to the others of any material adverse development causing a breach of any of his or its own representations and warranties in §3 Section 4 above. No disclosure by any Party pursuant to this §5(d)(iiSection 6(e)(ii), however, shall be deemed to amend or supplement Annex I or the Disclosure Schedule or to prevent or cure any misrepresentation or breach of warranty.

Notice of Developments. (i) Seller Any of the Sellers may elect at any time to notify the Buyer of any development causing a breach of any of the representations and warranties in §3 Section 4 above. Unless the Buyer has the right to terminate this Agreement pursuant to §Section 9(a)(ii) below by reason of the development and exercises that right within the period of fifteen (15) business days referred to in §accordance with Section 9(a)(ii) below, the written notice pursuant to this §5(d)(iSection 5(e)(i) will be deemed to have amended the Disclosure Schedule, to have qualified the representations and warranties contained in §3 Section 4 above, and to have cured any misrepresentation or breach of warranty that otherwise might have existed hereunder by reason of the development. (ii) Each Party will give prompt written notice to the others of any material adverse development causing a breach of any of his or its own representations and warranties in §Section 3 above. No disclosure by any Party pursuant to this §5(d)(iiSection 5(e)(ii), however, shall be deemed to amend or supplement Annex I I, Annex II, or the Disclosure Schedule or to prevent or cure any misrepresentation or breach of warranty.

Notice of Developments. (i) Seller may elect at any time to Xxxxxxx shall notify the Buyer of any development causing a breach of any of the representations and warranties in §3 (S)4 above. Unless the Buyer has the right to terminate terminates this Agreement pursuant to §9(a)(ii(S)9(a)(iii) below by reason of the development and exercises that right within the period of fifteen in accordance with (15) business days referred to in §9(a)(iiS)9(a)(iii) below, the written notice pursuant to this §5(d)(i(S)5(e)(i) will be deemed to have amended the Disclosure Schedule, to have qualified the representations and warranties contained in §3 (S)4 above, and to have cured any misrepresentation or breach of warranty that otherwise might have existed hereunder by reason of the development. (ii) Each Party will give prompt written notice to the others of any material adverse development causing a breach of any of his or its own representations and warranties in §3 (S)3 above. No disclosure by any Party pursuant to this §5(d)(ii(S)5(e)(ii), however, shall be deemed to amend or supplement Annex I I, Annex II, or the Disclosure Schedule or to prevent or cure any misrepresentation or breach of warranty.

Notice of Developments. (ia) The Seller may elect at any time to notify the Buyer of any development causing a breach of any of the its representations and warranties in §3 Article III above. Unless the Buyer has the right to terminate this Agreement pursuant to §9(a)(iiSection 8.1(b) below by reason of the development and exercises that right within the period of fifteen (15) 10 business days referred to in §9(a)(iiSection 8.1(b) below, the written notice pursuant to this §5(d)(iSection 5.6(a) will be deemed to have amended the Disclosure ScheduleSchedules, to have qualified the representations and warranties contained in §3 above, Article III above and to have cured any misrepresentation or breach of warranty that otherwise might have existed hereunder by reason of the development.. UNITED STATES (iib) Each Party party will give prompt written notice to the others other party of any material adverse development causing a breach of any of his or its own representations and warranties in §3 Articles III or IV above. No disclosure by any Party party pursuant to this §5(d)(iiSection 5.6(b), however, shall be deemed to amend or supplement Annex I or the Disclosure Schedule Schedules or to prevent or cure any misrepresentation or breach of warranty.

Notice of Developments. (i) Seller Sellers may elect at any time to notify Buyer in writing of any fact, circumstance or development causing a breach of any of the their representations and warranties in §3 aboveSection 4. Unless Buyer has the right to terminate this Agreement pursuant to §Section 9(a)(ii) below by reason of the such fact, circumstance or development and exercises that right within the period of fifteen (15) 5 business days referred to in §Section 9(a)(ii) below, the written notice pursuant to this §5(d)(iSection 5(d) will be deemed to have amended the Disclosure Schedule, Schedule and to have qualified the representations and warranties contained in §3 Section 4 above, and to have cured any in their entirety such that no misrepresentation or breach of warranty that otherwise might have existed hereunder by reason of the developmentsuch fact, circumstance or development shall be deemed to have occurred as a result thereof. (ii) Each Party will give prompt written notice to the others other of any material adverse development causing a breach of any of his or its own representations and or warranties in §3 aboveSection 3, hereof. No disclosure by any Party pursuant to this §Section 5(d)(ii), however, shall be deemed to amend or supplement Annex I or the Disclosure Schedule or to prevent or cure any misrepresentation or breach of warranty.,

Notice of Developments. (i) The Seller may elect at any time to notify the Buyer of any development causing a breach of any of the its representations and warranties in §3 Section4 above. Unless the Buyer has the right to terminate this Agreement pursuant to §9(a)(iiSection9(a)(ii) below by reason of the development and exercises that right within the period of fifteen ten (1510) business days referred to in §9(a)(iiSection9(a)(ii) below, the written notice pursuant to this §5(d)(iSection5(e)(i) will be deemed to have amended the Disclosure Schedule, to have qualified the representations and warranties contained in §3 Section4 above, and to have cured any misrepresentation or breach of warranty that otherwise might have existed hereunder by reason of the development. (ii) Each Party will give prompt written notice to the others other Party of any material adverse development causing a breach of any of his or its own representations and warranties in §3 Section3 above. No disclosure by any Party pursuant to this §5(d)(iiSection5(e)(ii), however, shall be deemed to amend or supplement Annex I or the Disclosure Schedule or to prevent or cure any misrepresentation or breach of warranty.

Notice of Developments. (i) The Seller may elect at any time to shall notify the Buyer of any development causing a material breach of any of the representations and warranties in §3 Section 5 above. Unless the Buyer has the right to terminate this Agreement pursuant to §9(a)(iiSection 10(a)(ii) below by reason of the development and exercises that right within the period of fifteen (15) 5 business days referred to in §9(a)(iiSection 10(a)(ii) below, the written notice pursuant to this §5(d)(iSection 6(e)(i) will be deemed to have amended the Disclosure ScheduleCompany Letter, to have qualified the representations and warranties contained in §3 Section 5 above, and to have cured any misrepresentation or breach of warranty that otherwise might have existed hereunder by reason of the development. (ii) Each Party will give prompt written notice to the others of any material adverse development causing a breach of any of his or its own representations and warranties in §3 Section 4 above. No disclosure by any Party pursuant to this §5(d)(iiSection 6(e)(ii), however, shall be deemed to amend or supplement Annex I or the Disclosure Schedule Company Letter or to prevent or cure any misrepresentation or breach of warranty.