Common use of Notification; Updates to Disclosure Schedules Clause in Contracts

Notification; Updates to Disclosure Schedules. During the period between the date hereof and the Closing, Sellers and the Partnership shall promptly notify Purchaser in writing if they have knowledge of (a) any event, condition, fact or circumstance that occurred or existed on or prior to the date of this Agreement and that caused or constitutes a breach of any representation or warranty made by Sellers or the Partnership in this Agreement; (b) any event, condition, fact or circumstance that occurs, arises or exists after the date of this Agreement and that would cause or constitute a breach of any representation or warranty made by Sellers or the Partnership in this Agreement if such representation or warranty had been made as of the time of the occurrence, existence or discovery of such event, condition, fact or circumstance; (c) any material breach of any covenant or obligation of Sellers or the Partnership; and (d) any event, condition, fact or circumstance that would be reasonably expected to make the timely satisfaction of any of the conditions set forth in Article VI impossible or unlikely. If any event, condition, fact or circumstance that is required to be disclosed pursuant to this Section 5.11 requires any change in the Sellers Disclosure Schedule or the Partnership Disclosure Schedule, then the Partnership and the Sellers shall promptly deliver to the Purchaser an update to the applicable Disclosure Schedule specifying such change. Except as provided in Section 8.1(a), no such update shall be deemed to supplement or amend the Sellers Disclosure Schedule or the Partnership Disclosure Schedule for the purpose of (i) determining the accuracy of any representation or warranty made by Sellers or the Partnership in this Agreement or in any certificate delivered at Closing, (ii) reducing the Sellers Obligations pursuant to Article VIII or (iii) determining whether any of the conditions set forth in Article VI have been satisfied.

Notification; Updates to Disclosure Schedules. During the period between the date hereof and the Closing, Sellers and the Partnership LLC shall promptly notify Purchaser in writing if they have knowledge of (a) any event, condition, fact or circumstance that occurred or existed on or prior to the date of this Agreement and that caused or constitutes a breach of any representation or warranty made by Sellers or the Partnership in this Agreement; (b) any event, condition, fact or circumstance that occurs, arises or exists after the date of this Agreement and that would cause or constitute a breach of any representation or warranty made by Sellers or the Partnership in this Agreement if such representation or warranty had been made as of the time of the occurrence, existence or discovery of such event, condition, fact or circumstance; (c) any material breach of any covenant or obligation of Sellers or the PartnershipSellers; and (d) any event, condition, fact or circumstance that would be reasonably expected to make the timely satisfaction of any of the conditions set forth in Article VI VII impossible or unlikely. If any event, condition, fact or circumstance that is required to be disclosed pursuant to this Section 5.11 6.10 requires any change in the Sellers Disclosure Schedule, the LLC Disclosure Schedule or the Partnership ARM Disclosure Schedule, then the Partnership and the Sellers shall promptly deliver to the Purchaser an update to the applicable Disclosure Schedule specifying such change. Except as provided in Section 8.1(a9.1(a), no such update shall be deemed to supplement or amend the Sellers Disclosure Schedule or the Partnership LLC Disclosure Schedule for the purpose of (i) determining the accuracy of any 60 representation or warranty made by Sellers or the Partnership in this Agreement or in any certificate delivered at Closing, (ii) reducing the Sellers Obligations pursuant to Article VIII IX or (iii) determining whether any of the conditions set forth in Article VI VII have been satisfied.

Notification; Updates to Disclosure Schedules. During the period between the date hereof and the Closing, Sellers Principal Seller and the Partnership Company shall promptly notify Purchaser in writing if they have knowledge of (a) any event, condition, fact or circumstance that occurred or existed on or prior to the date of this Agreement and that caused or constitutes a breach of any representation or warranty made by Sellers any Seller or the Partnership Company in this Agreement; (b) any event, condition, fact or circumstance that occurs, arises or exists after the date of this Agreement and that would cause or constitute a breach of any representation or warranty made by Sellers any Seller or the Partnership Company in this Agreement if such representation or warranty had been made as of the time of the occurrence, existence or discovery of such event, condition, fact or circumstance; (c) any material breach of any covenant or obligation of Sellers any Seller or the PartnershipCompany; and (d) any event, condition, fact or circumstance that would be reasonably expected to make the timely satisfaction of any of the conditions set forth in Article VI impossible or unlikely. If any event, condition, fact or circumstance that is required to be disclosed pursuant to this Section 5.11 5.14 requires any change in the Sellers Seller Disclosure Schedule or the Partnership Company Disclosure Schedule, then the Partnership Company and the Sellers shall promptly deliver to the Purchaser an update to the applicable Disclosure Schedule specifying such change. Except as provided in Section 8.1(a8.01(a), no such update shall be deemed to supplement or amend the Sellers Seller Disclosure Schedule or the Partnership Company Disclosure Schedule for the purpose of (i) determining the accuracy of any representation or warranty made by Sellers any Seller or the Partnership Company in this Agreement or in any certificate delivered at Closing, (ii) reducing the Sellers Obligations pursuant to Article VIII or (iii) determining whether any of the conditions set forth in Article VI have been satisfied.