Seller Disclosure Schedule. Notwithstanding anything to the contrary contained in the Seller Disclosure Schedule, in this Agreement or in the other Transaction Documents, the information and disclosures contained in any Section of the Seller Disclosure Schedule shall be deemed to be disclosed and incorporated by reference in each other Section of the Seller Disclosure Schedule as though fully set forth in such other Section to the extent the relevance of such information to such other Section is reasonably apparent on the face of such disclosure notwithstanding the omission of a reference or a cross-reference with respect thereto and notwithstanding any reference to a Section of the Seller Disclosure Schedule in this Agreement. Certain items and matters (other than matters required by a particular representation or warranty to be included in the Seller Disclosure Schedule) are listed in the Seller Disclosure Schedule for informational purposes only and may not be required to be listed therein by the terms of this Agreement. In no event shall the listing of items or matters in the Seller Disclosure Schedule be deemed or interpreted to broaden, or otherwise expand the scope of, the representations and warranties or covenants and agreements contained in this Agreement. No reference to, or disclosure of, any item or matter in any Section of this Agreement or any Section of the Seller Disclosure Schedule shall be construed as an admission or indication that such item or matter is material or that such item or matter is required to be referred to or disclosed in this Agreement or in the Seller Disclosure Schedule (other than any matters required by a particular representation or warranty to be included in the Seller Disclosure Schedule). Without limiting the foregoing, no reference to, or disclosure of, a possible breach or violation of any contract or agreement, Law or Governmental Order shall be construed as an admission or indication that a breach or violation exists or has actually occurred.
Seller Disclosure Schedule. Prior to the Closing Date, each of the Purchaser and the Seller shall promptly notify the other party in writing of any fact, change, condition, circumstance or occurrence or nonoccurrence of any event, (i) in the case of the Purchaser, of which the Purchaser is aware, that will or is reasonably likely to result in any of the Conditions set forth in Section 6.01 of this Agreement becoming incapable of being satisfied; and (ii) in the case of the Seller, of which the Seller has Knowledge, that will or is reasonably likely to result in any of the Conditions set forth in Section 6.02 of this Agreement becoming incapable of being satisfied. The Seller may, prior to the Closing Date, deliver to the Purchaser modifications, changes or updates to the Seller Disclosure Schedule in order to disclose or take into account facts, matters or circumstances which would have been required to be set forth or described in such Seller Disclosure Schedule had they occurred prior to the date hereof. If, upon receipt of such supplement or amendment of any section of the Seller Disclosure Schedule, the Purchaser believes it has the right, and elects, to terminate this Agreement pursuant to Section 8.01(d), then such termination shall be the Purchaser’s sole and exclusive remedy relating to matters set forth in amendments or supplements to any section of the Seller Disclosure Schedule. Unless the Purchaser delivers a notice to the Seller to terminate this Agreement pursuant to Section 8.01(d) within fifteen (15) Business Days following the Purchaser’s receipt of any modifications, changes or updates to the Seller Disclosure Schedule from the Seller, notwithstanding any other provision hereof to the contrary, the Seller Disclosure Schedule and the representations and warranties made by the Seller shall be deemed for all purposes to include and reflect such supplements and amendments as of the date hereof and at all times thereafter, including as of the Closing Date.
Seller Disclosure Schedule. The Seller Parties have set forth information on the Seller Disclosure Schedule in a section thereof that corresponds to the section of this Agreement to which it relates. A matter set forth in one section of the Seller Disclosure Schedule need not be set forth in any other section so long as its relevance to such other section of the Seller Disclosure Schedule or section of the Agreement is readily apparent on the face of the information disclosed therein to the Person to which such disclosure is being made. The parties acknowledge and agree that (1) the Seller Disclosure Schedule to this Agreement may include certain items and information solely for informational purposes for the convenience of Buyer and (2) the disclosure by the Seller Parties of any matter in the Seller Disclosure Schedule shall not be deemed to constitute an acknowledgment by the Seller Parties that the matter is required to be disclosed by the terms of this Agreement or that the matter is material.
Seller Disclosure Schedule. Nothing in Seller Disclosure Schedule constitutes an admission of any liability or obligation of Seller or the Seller Group to any third party, nor an admission against Seller’s or the Seller Group's interest to any third party. Seller Disclosure Schedule contains information, descriptions and disclosures regarding Seller only, all of which constitutes confidential information of Seller.
Seller Disclosure Schedule. The Seller Disclosure Schedule is hereby amended as follows:
Seller Disclosure Schedule. INTELLECTUAL PROPERTY LICENSES
Seller Disclosure Schedule. DISPUTES None. [*] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, IS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED.
Seller Disclosure Schedule. The Seller Disclosure Schedule is hereby amended as set forth in Annex II hereto. The Purchaser acknowledges its receipt of such EXECUTION COPY amendments to the Seller Disclosure Schedule and reserves all of its rights under the Purchase Agreement, including under Section 5.07(a).
Seller Disclosure Schedule. From the date of this Agreement to the Closing Date, Seller shall have the continuing obligation to promptly supplement or amend the Disclosure Schedule, being delivered concurrently with the execution of this Agreement and attached hereto, with respect to any matter hereafter arising or discovered which, if existing or known at the date of this Agreement, would have been required to be set forth or described in the Disclosure Schedule.
Seller Disclosure Schedule. The Seller Disclosure Schedule shall be divided into sections corresponding to the sections of this Agreement. Disclosure in any section of the Seller Disclosure Schedule shall constitute disclosure for purposes of all sections of the Agreement.
