Common use of Notice of Prospective Breach; Supplement to Schedules Clause in Contracts

Notice of Prospective Breach; Supplement to Schedules. Each Seller shall promptly notify Buyer in writing upon the occurrence, or failure to occur, of any event, which occurrence or failure to occur would be reasonably likely to cause: (a) any representation or warranty of such Seller contained in this Agreement to be untrue or inaccurate in any material respect at any time from the date of this Agreement to the Closing if such representation and warranty were made at such time; or (b) any material failure of such Seller to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it under this Agreement. From time to time prior to the Closing, each Seller shall supplement or amend with reasonable frequency the information contained in the Sellers Disclosure Schedule or other Schedules with respect to any material matter hereafter arising, which, if existing or occurring at the date of this Agreement, would have been required to be set forth or described in the Sellers Disclosure Schedule or other Schedule; provided that no disclosure by Sellers pursuant to this Section 6.06 shall be deemed to amend or supplement the Sellers Disclosure Schedule or other Schedules to this Agreement, to prevent or cure any misrepresentation, breach of warranty or breach of covenant, or affect the right of Buyer under Article X.

Notice of Prospective Breach; Supplement to Schedules. Each Seller (a) NetOptix shall promptly immediately notify Buyer the Purchaser in writing upon the occurrence, or failure to occur, of any event, which occurrence or failure to occur would be reasonably likely to cause: cause (ai) any representation or warranty of such any Seller contained in this Agreement to be untrue or inaccurate in any material respect at any time from the date of this Agreement to the Closing as if such representation and warranty were made at such time; time or (bii) any material failure of such any Seller to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it under this Agreement. the Purchaser shall immediately notify NetOptix of the occurrence or failure to occur of any event, which occurrence or failure to occur would be reasonably likely to cause (x) any representation or warranty of the Purchaser contained in this Agreement to be untrue or inaccurate in any material respect at any time from the date of this Agreement to the Closing as if such representation and warranty were made at -40- 51 such time or (y) any material failure of the Purchaser to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it under this Agreement. (b) From time to time prior to the Closing, each Seller shall the Sellers will supplement or amend with reasonable frequency the information contained in the Sellers Disclosure Schedule or other Schedules hereto with respect to any material matter hereafter arising, which, if existing or occurring at the date of this Agreement, would have been required to be set forth or described in the Sellers Disclosure any Schedule or other Schedule; provided that no disclosure by Sellers pursuant to this Section 6.06 shall be deemed to amend or supplement the Sellers Disclosure Schedule or other Schedules to this Agreement, to prevent or cure any misrepresentation, breach of warranty or breach of covenant, or affect the right of Buyer under Article X.hereto.

Notice of Prospective Breach; Supplement to Schedules. Each Seller shall promptly notify Buyer in writing upon the occurrence, or failure to occur, of any event, which occurrence or failure to occur would be reasonably likely to cause: cause (ai) any representation or warranty of such Seller contained in this Agreement to be untrue or inaccurate in any material respect at any time from the date of this Agreement to the Closing if such representation and warranty were made at such time; time or (bii) any material failure of such Seller to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it under this Agreement. From time to time prior to the Closing, each Seller shall use commercially reasonable efforts to supplement or amend with reasonable frequency the information contained in the Sellers Disclosure Schedule or other Schedules with respect to any material matter hereafter arising, which, if existing or occurring at the date of this Agreement, would have been required to be set forth or described in the Sellers Disclosure Schedule or other any Schedule; provided provided, however, that no disclosure by Sellers supplement or amendment of a Schedule made pursuant to this Section 6.06 4.05 shall be deemed to amend constitute a cure of any breach of any representation or supplement the Sellers Disclosure Schedule or other Schedules warranty made by Seller pursuant to this Agreement, Agreement or constitute a waiver of or consent to prevent or cure any misrepresentation, such breach of warranty or breach of covenant, or affect the right of by Buyer under Article X.except for Schedule 2.16(d).

Notice of Prospective Breach; Supplement to Schedules. Each Seller shall promptly notify Buyer in writing upon the occurrence, or failure to occur, of any event, which occurrence or failure to occur would be reasonably likely to cause: (a) any representation or warranty of such Seller contained in this Agreement to be untrue or inaccurate in any material respect at any time from the date of this Agreement to the Closing if such representation and warranty were made at such time; or (b) any material failure of such Seller to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it under this Agreement. From time to time prior to the Closing, each Seller shall supplement or amend with reasonable frequency the information contained in the Sellers Disclosure Schedule or other Schedules with respect to any material matter hereafter arising, which, if existing or occurring at the date of this Agreement, would have been required to be set forth or described in the Sellers Disclosure Schedule or other any Schedule; provided that no disclosure by Sellers Seller pursuant to this Section 6.06 5.06 shall be deemed to amend or supplement the Sellers Disclosure Schedule or other Schedules to this Agreement, to prevent or cure any misrepresentation, breach of warranty or breach of covenant, or affect the right of Buyer under Article X.IX.