Notice of Prospective Breach. Each party shall immediately notify the other parties in writing upon the occurrence, or failure to occur, of any event, which occurrence or failure to occur would be reasonably likely to cause (i) any representation or warranty 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 or (ii) any material failure of any party hereto or any officer, director, employee or agent thereof, to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it under this Agreement.
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Samples: Merger Agreement (BMJ Medical Management Inc), Asset Purchase Agreement (Berry Plastics Corp), Stock Purchase Agreement (Berry Plastics Corp)
Notice of Prospective Breach. Each party shall immediately notify the other parties in writing upon the occurrence, or the failure to occur, of any event, which occurrence or failure to occur would be reasonably likely to cause (i) any representation or warranty of such party that is contained in this Agreement or any Related Document 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 or (ii) any material failure of any party hereto or any officer, director, employee or agent thereof, to comply with or satisfy any covenant, condition covenant or agreement to be complied with or satisfied by it under this Agreement.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Amedisys Inc), Stock Purchase Agreement (Pacer International Inc)
Notice of Prospective Breach. Each party shall immediately promptly notify the other parties in writing upon the occurrence, or the failure to occur, of any event, which occurrence or failure to occur would be reasonably likely to cause (i) any representation or warranty of such party that is contained in this Agreement or any Related Document 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 (ii) any material failure of any party hereto or any officer, director, employee or agent thereof, to comply with or satisfy any covenant, condition covenant or agreement to be complied with or satisfied by it under this AgreementAgreement or any Related Document.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Tiger Telematics Inc), Stock Purchase Agreement (Tiger Telematics Inc)
Notice of Prospective Breach. Each party shall immediately notify the other parties in writing upon the occurrence, or failure to occur, of any event, which occurrence or failure to occur would be reasonably likely to cause (i) any representation or warranty of such party 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 or (ii) any material failure of any party hereto hereto, or any officer, director, employee or agent thereof, to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it under this Agreement.
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Notice of Prospective Breach. Each party shall immediately notify the other parties in writing upon the occurrence, or failure to occur, of any event, which occurrence or failure to occur would be reasonably likely to cause (ia) any representation or warranty of such notifying party contained in this Agreement to be untrue or inaccurate in any material respect at any time from during the date of this Agreement to the Closing Transition Period as if such representation and warranty were made at such time or (iib) any material failure of any such notifying party hereto or any officer, director, employee or agent thereof, to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by it under this Agreement.
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