Notice of Subsequent Events. Each party hereto shall notify the other parties of any changes, additions or events of which it has knowledge which would cause any material change in or material addition to this Agreement (including but not limited to the Exhibits attached hereto and thereto) promptly after occurrence of the same. If the effect of such change or addition would, individually or in the aggregate with the effect of changes or additions previously disclosed pursuant to this Section, constitute a material adverse effect on the notifying party, any non-notifying party may, within ten (10) days after receipt of such notice, elect to terminate this Agreement. If no non-notifying party gives written notice of such termination with such 10-day period, the non-notifying parties shall be deemed to have consented to such change or addition and shall not be entitled to terminate this Agreement by reason thereof.
Appears in 4 contracts
Samples: Share Purchase Agreement (Green Fusion Corp), Agreement and Plan of Merger (Dynamic Associates Inc), Agreement and Plan of Merger (Dynamic Associates Inc)
Notice of Subsequent Events. Each party hereto shall notify the other parties of any changes, additions or events of which it has knowledge which would cause any material change in or material addition to this Agreement (including but not limited any Exhibit to the Exhibits attached hereto and thereto) Disclosure Schedule delivered by the notifying party under this Plan of Merger, promptly after the occurrence of the same. If the effect of such change or addition would, individually or in the aggregate with the effect of changes or additions previously disclosed pursuant to this SectionSection 7.9, constitute a material adverse effect on the notifying party, any the non-notifying party may, within ten (10) days after receipt of such notice, elect to terminate this AgreementPlan of Merger. If no the non-notifying party gives does not give written notice of such termination with within such 10-day period, the non-notifying parties party shall be deemed to have consented to such change or addition and shall not be entitled to terminate this Agreement Plan of Merger by reason thereof.
Appears in 3 contracts
Samples: Plan and Agreement of Merger (Health Images Inc), Plan and Agreement of Merger (Healthsouth Corp), Plan and Agreement of Merger (Horizon CMS Healthcare Corp)
Notice of Subsequent Events. Each party hereto shall notify the other --------------------------- parties of any changes, additions or events of which it has knowledge which would cause any material change in or material addition to this Agreement (including but not limited to the Exhibits attached hereto and thereto) promptly after occurrence of the same. If the effect of such change or addition would, individually or in the aggregate with the effect of changes or additions previously disclosed pursuant to this Section, constitute a material adverse effect on the notifying party, any non-notifying party may, within ten five (105) days after receipt of such notice, elect to terminate this Agreement. If no non-the non- notifying party gives does not give written notice of such termination with within such 10-5- day period, the non-notifying parties shall be deemed to have consented to such change or addition and shall not be entitled to terminate this Agreement by reason thereof.
Appears in 2 contracts
Samples: Acquisition Agreement (Explore Technologies Inc), Acquisition Agreement (Explore Technologies Inc)
Notice of Subsequent Events. Each party hereto shall notify the other parties in writing of any changes, additions or events of which it has knowledge which would cause any material change in or material addition to this Agreement or the Merger Agreement (including but not limited to the Exhibits attached hereto and thereto) promptly after occurrence of the same. If the effect of such change or addition would, individually or in the aggregate with the effect of changes or additions previously disclosed pursuant to this Section, constitute a material adverse effect on the notifying party, any the non-notifying party may, within ten (10ten) 10 days after receipt of such written notice, elect to terminate this Agreement and the Merger Agreement. If no non-the non- notifying party gives does not give written notice of such termination with such 10-day ten (10)-day period, the non-notifying parties party shall be deemed to have consented to such change or addition and shall not be entitled to terminate this Agreement by reason thereof.
Appears in 2 contracts
Samples: Capital Contribution Agreement (Dynamic Associates Inc), Capital Contribution Agreement (Dynamic Associates Inc)
Notice of Subsequent Events. Each party hereto shall notify the other parties of any changes, additions or events of which it has knowledge which would cause any material change in or material addition to the Contribution Agreement or this Agreement (including but not limited to the Exhibits attached hereto and thereto) promptly after occurrence of the same. If the effect of such change or addition would, individually or in the aggregate with the effect of changes or additions previously disclosed pursuant to this Section, constitute a material adverse effect on the notifying party, any non-notifying party may, within ten (10) days after receipt of such notice, elect to terminate this Agreement. If no non-notifying party gives written notice of such termination with such 10-day period, the non-notifying parties shall be deemed to have consented to such change or addition and shall not be entitled to terminate this Agreement by reason thereof.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Dynamic Associates Inc), Agreement and Plan of Merger (Dynamic Associates Inc)
Notice of Subsequent Events. Each party hereto shall notify the other parties of any changes, additions or events of which it has knowledge which would cause any material change in or material addition to this Agreement (including but not limited to the Exhibits attached hereto and thereto) promptly after occurrence of the same. If the effect of such change or addition would, individually or in the aggregate with the effect of changes or additions previously disclosed pursuant to this Section, constitute a material adverse effect on the notifying party, any non-notifying party may, within ten (10) days after receipt of such notice, elect to terminate this Agreement. If no non-notifying party gives written notice of such termination with such 10-day period, the non-notifying parties shall be deemed to have consented to such change or addition and shall not be entitled to terminate this Agreement by reason thereof.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (AdLine Network, LLC), Agreement and Plan of Merger (Las Vegas Gaming Inc)
Notice of Subsequent Events. Each party hereto shall notify the other parties of any changes, additions or events of which it has knowledge which would cause any material change in or material addition to this Agreement (including but not limited to the Exhibits attached hereto and thereto) promptly after occurrence of the same. If the effect of such change or addition would, individually or in the aggregate with the effect of changes or additions previously disclosed pursuant to this Section, constitute a material adverse effect on the notifying party, any non-notifying party may, within ten (10) days 13 after receipt of such notice, elect to terminate this Agreement. If no non-notifying party gives written notice of such termination with such 10-day period, the non-notifying parties shall be deemed to have consented to such change or addition and shall not be entitled to terminate this Agreement by reason thereof.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Las Vegas Gaming Inc), Agreement and Plan of Merger (American Wagering Inc)
Notice of Subsequent Events. Each party hereto shall notify the other ---------------------------- parties of any changes, additions or events of which it has knowledge which would cause any material change in or material addition to this Agreement (including but not limited to the Exhibits attached hereto and thereto) promptly after occurrence of the same. If the effect of such change or addition would, individually or in the aggregate with the effect of changes or additions previously disclosed pursuant to this Section, constitute a material adverse effect on the notifying party, any non-notifying party may, within ten (10) days after receipt of such notice, elect to terminate this Agreement. If no non-notifying party gives written notice of such termination with such 10-day period, the non-notifying parties shall be deemed to have consented to such change or addition and shall not be entitled to terminate this Agreement by reason thereof.
Appears in 1 contract
Notice of Subsequent Events. Each party hereto shall notify the other parties of any changes, additions additions, or events not specifically contemplated by this Agreement of which it has they have knowledge which that would cause any material change in or material addition to this Agreement (including but not limited to the Exhibits attached hereto and thereto) its Disclosure Letter promptly after occurrence of the same. If the effect of such change or addition would, individually or in the aggregate with the effect of changes or additions previously disclosed pursuant to this SectionSection 5.9, constitute an Ameris Material Adverse Effect or a material adverse effect CCS Material Adverse Effect on the notifying party, any as applicable, the non-notifying party may, within ten (10) 10 days after receipt of such notice, elect to terminate this Agreement. If no the non-notifying party gives does not give written notice of such termination with such 10-day period, the non-notifying parties party shall be deemed to have consented to such change or addition and shall not be entitled to terminate this Agreement by reason thereof.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Childrens Comprehensive Services Inc)