Common use of Schedule Update Clause in Contracts

Schedule Update. (a) Three (3) Business Days prior to the Closing Date, AssetCo shall deliver to Contributor a true and complete schedule of changes (each, a “Schedule Update”) to any of the information contained in the AssetCo Disclosure Schedule with respect to the Acquired Assets (including changes to any other representation or warranty in Article III as to which no Schedule has been created as of the date hereof but as to which a Schedule would have been required hereunder to have been created on or before the Execution Date if such changes had existed on the Execution Date), which changes are required as a result of events or circumstances occurring subsequent to the Execution Date which would render any representations or warranties of AssetCo set forth in Article III inaccurate or incomplete at the Closing Date. (b) Any information disclosed in any Schedule Update shall not be deemed to have cured any inaccuracy in or breach of any representation or warranty contained in this Agreement (including any representation or warranty included in the Closing Certificate), including for purposes of the indemnification or termination rights contained in this Agreement or of determining whether or not the conditions set forth in Section 6.01(a) or Section 6.01(b) have been satisfied. For avoidance of doubt, AssetCo’s knowledge of any breach of any representation or warranty prior to the Closing as a result of any Schedule Update shall not affect any liability on the part of AssetCo pursuant to this Agreement (including the Closing Certificate).

Schedule Update. (a) Three (3) Business Days prior to the Closing Date, AssetCo Seller shall deliver to Contributor Purchaser a true and complete schedule of changes (each, a “Schedule Update”) to any of the information contained in the AssetCo Seller Disclosure Schedule with respect to the Acquired Assets (including changes to any other representation or warranty in Article III as to which no Schedule has been created as of the date hereof but as to which a Schedule would have been required hereunder to have been created on or before the Execution Date if such changes had existed on the Execution Date), which changes are required as a result of events or circumstances occurring subsequent to the Execution Date which would render any representations or warranties of AssetCo Seller set forth in Article III inaccurate or incomplete at the Closing Date. (b) Any information disclosed in any Schedule Update shall not be deemed to have cured any inaccuracy in or breach of any representation or warranty contained in this Agreement (including any representation or warranty included in the Closing Certificate), including for purposes of the indemnification or termination rights contained in this Agreement or of determining whether or not the conditions set forth in Section 6.01(a) or Section 6.01(b) have been satisfied. For avoidance of doubt, AssetCoPurchaser’s knowledge of any breach of any representation or warranty prior to the Closing as a result of any Schedule Update shall not affect any liability on the part of AssetCo Seller pursuant to this Agreement (including the Closing Certificate).

Schedule Update. (a) Three (3) Business Days prior to each of the Phase 1(b) Contribution Closing Date and the Phase 2 Contribution Closing Date, AssetCo Parent shall deliver to Contributor Purchaser a true and complete schedule of changes (each, a “Schedule Update”) to any of the information contained in the AssetCo Parent Disclosure Schedule with respect to the Acquired Phase 1(b) Assets or the Phase 2 Assets, as applicable (including changes to any other representation or warranty in Article III IV as to which no Schedule has been created as of the date hereof but as to which a Schedule would have been required hereunder to have been created on or before the Execution Date if such changes had existed on the Execution Date), which changes are required as a result of events or circumstances occurring subsequent to the Execution Date which would render any representations or warranties of AssetCo set forth in Article III Parent Bringdown Representation inaccurate or incomplete at the applicable Closing Date. (b) Any information disclosed in any Schedule Update shall not be deemed to have cured any inaccuracy in or breach of any representation or warranty contained in this Agreement (including any representation or warranty included in the any Closing Certificate), including for purposes of the indemnification or termination rights contained in this Agreement or of determining whether or not the conditions set forth in Section 6.01(a7.01(a) or Section 6.01(b7.02(a) have been satisfied. For avoidance of doubt, AssetCoPurchaser’s knowledge of any breach of any representation or warranty prior to the any Closing as a result of any Schedule Update shall not affect any liability on the part of AssetCo Parent pursuant to this Agreement (including the any Closing Certificate).

Schedule Update. (a) Three (3) Business Days prior to the Closing Date, AssetCo shall deliver to Contributor a true and complete schedule of changes (each, a “Schedule Update”) to any of the information contained in the AssetCo Disclosure Schedule with respect to the Acquired Assets (including changes to any other representation or warranty in Article III as to which no Schedule has been created as of the date hereof but as to which a Schedule would have been required hereunder to have been created on or before the Execution Date if such changes had existed on the Execution Date), which changes are required as a result of events or circumstances occurring subsequent to the Execution Date which would render any representations or warranties of AssetCo set forth in Article III inaccurate or incomplete at the Closing Date. (b) Any information disclosed in any Schedule Update shall not be deemed to have cured any inaccuracy in or breach of any representation or warranty contained in this Agreement (including any representation or warranty included in the Closing Certificate), including for purposes of the indemnification or termination rights contained in this Agreement or of determining whether or not the conditions set forth in Section 6.01(a) or Section 6.01(b) have been satisfied. For avoidance of doubt, AssetCoContributor’s knowledge of any breach of any representation or warranty prior to the Closing as a result of any Schedule Update shall not affect any liability on the part of AssetCo pursuant to this Agreement (including the Closing Certificate).