Schedules Update Sample Clauses

Schedules Update. From time to time after the date hereof, but in any event not later than the Closing Date, the Company will promptly supplement or amend the Schedules hereto with respect to any matter which, if it existed or occurred on or prior to the date hereof, would have been required to be set forth or described in any such Schedule or which is necessary to correct any information set forth in any such Schedule which has been rendered inaccurate thereby; provided, however, that no supplement or amendment to any such Schedule shall have any effect for the purpose of determining whether any breach of this Agreement existed prior to such supplement or amendment or whether the condition set forth in Section 7.1 of this Agreement has been satisfied.

Schedules Update. Prior to the Closing, any Meritas Party shall disclose to Buyer in writing and in reasonable detail (in the form of a supplement or amendment to the Schedules to this Agreement) if such Meritas Party becomes aware of any matter arising after the Agreement Date which, if existing, occurring or known at the Agreement Date, would have been required to be set forth or described in such Schedules or which is otherwise necessary to correct any information in such Schedules which has been rendered inaccurate thereby, in each case, promptly upon discovery thereof, but in no event later than five (5) Business Days prior to the Closing. Notwithstanding the foregoing, but subject to the immediately subsequent sentence, for all purposes hereunder, including determining (a) satisfaction of the conditions set forth in Section 10.2, and (b) indemnification obligations pursuant to Article XIV, the Schedules delivered by the Meritas Parties shall be deemed to include only that information contained therein on the Agreement Date and shall be deemed to exclude any information contained in any subsequent supplement or amendment thereto. Notwithstanding the foregoing, in the event any Meritas Party delivers to Buyer any supplement or amendment to the Schedules after the later of (i) the date on which all of the conditions set forth in Article X have been satisfied or waived (except for those conditions that by their nature cannot be satisfied until the Closing) and (ii) the date on which the Marketing Period first commences (such later date, the “Schedule Supplement Date”) and which discloses matters that first occurred after the Schedule Supplement Date (such matters, the “Schedule Supplement Disclosures”), then if the Buyer Parties close the Transaction, the Buyer Parties will be deemed to have accepted the Schedules, as amended to reflect the Schedule Supplement Disclosures (but not any other Schedule supplement or amendment) pursuant to this Section 8.5, and accordingly shall not be entitled to indemnification pursuant to Article XIV for any breaches of representations and warranties of this Agreement disclosed pursuant to any such Schedule Supplement Disclosures; provided, that in no event shall any Schedule Supplement Disclosure be deemed to amend, supplement or modify the Schedules in any respect for any other purpose hereunder including for determining the satisfaction of the conditions set forth in Section 10.2.

Schedules Update. Concurrently with the delivery to the Collateral Agent or the Note Trustee, as applicable, of any Compliance Certificate pursuant to the Credit Agreement or the Indenture, such Pledgor shall deliver to the Collateral Agent updated Schedules 2(a), 2(b) and 7(a), as applicable, reflecting any additional information since the prior date on which such Schedules were delivered to the Collateral Agent.

Schedules Update. To the extent any Services are mischaracterized in any of Schedule 2.1.1 through Schedule 2.1.9 (collectively, the “Service Schedules”), DISH and the Company shall negotiate in good faith to amend such Service Schedules as appropriate.

Schedules Update. The parties hereto understand and acknowledge that certain of the Schedules set forth in Section 2 hereof are illustrative in nature and were compiled based upon information as of the most recent practicable date, and the parties hereto agree that CMCO shall, in reasonable consultation with Buyer, be permitted no later than five (5) Business Days prior to the Contribution Date, to update Schedules 2.1(a)-3, 2.1(d), 2.1(e), and 2.1(m) in good faith to reflect changes to the information thereon as the result of changes arising in the Ordinary Course of Business to the Contributed Assets required to be listed. Such updated Schedules so delivered to Subsidiary shall be deemed to replace the prior version of such Schedule for all purposes hereof. Buyer is expressly intended as a third-party beneficiary of this Section 2.5.

Schedules Update. Buyer shall have received from Seller updates of Schedule 1.1(b)(ii), Schedule 1.1(b)(iii) and Schedule 1.3(a), all as of the Closing Date.

Schedules Update. Prior to the Closing, ATT and the Sellers may supplement or amend their respective Schedules to this Agreement if ATT or Sellers become aware of any matter arising or discovered by the Sellers after the date hereof which, if existing, occurring or known at the date of this Agreement, would have been required to be set forth or described in such Schedules or which is otherwise necessary to correct any information in such Schedules which has been rendered inaccurate thereby. For purposes of determining the accuracy of the representations and warranties of ATT and the Sellers contained in ARTICLES III and IV for purposes of determining satisfaction of the conditions set forth in SECTION 8.2(A), the Schedules delivered by ATT and the Sellers shall be deemed to include only that information contained therein on the date of this Agreement and shall be deemed to exclude any information contained in any subsequent supplement or amendment thereto.

Schedules Update. Not less than five (5) days prior to ---------------- Closing, Seller may update, through addition only, Schedules 1.1 (a) (2), 1.1(b)(1), 1.1(b)(2) and 1.1

Schedules Update. Concurrently with the delivery to the Administrative Agent of any Compliance Certificate pursuant to the Credit Agreement, such Pledgor shall deliver to the Administrative Agent updated Schedules 2(a), 2(b) and 7(a), as applicable, reflecting any additional information since the prior date on which such Schedules were delivered to the Administrative Agent.