Supplementation and Amendment of Schedules; Notification of Certain Events Sample Clauses

Supplementation and Amendment of Schedules; Notification of Certain Events. (a) At any time on or prior to the Closing Date, the Parent Parties shall amend and supplement all Schedules of the Parent Parties under Article 4 to include reference to any matter relating to the Parent Parties, the Eagle Ford Assets, the Eagle Ford Business, the Haynesville Assets or the Haynesville Business which first arises or occurs after the date of this Agreement and does not result from the breach of any covenant or agreement of any Parent Party under Article 6 (the “Post-Signing Matters”), each such amendment and supplement to be delivered to the KM Parties as soon as reasonably practicable after any Parent Party has Knowledge of such matter. The matters included in any such amendment or supplement, if any, (the “Post-Signing Schedule Updates”) shall be given effect to update any representation and warranty related to such matters for purposes of the indemnification obligations contained in Article 10 of this Agreement unless the Liabilities relating to such matters exceeds the Deductible Amount, in which event the KM Indemnified Parties shall have the right to indemnification with respect to all such matters, on the terms and subject to the conditions set forth in Article 10 of this Agreement. If the matters disclosed in any such supplement or amendment (i) would permit the KM Parties to terminate this Agreement pursuant to Section 9.1(c)(1) and (ii) the KM Parties do not do so and the Closing shall occur, then the KM Parties shall be deemed to have waived any right or claim pursuant to the terms of this Agreement or otherwise, including pursuant to Article 10 hereof, with respect to any and all matters disclosed pursuant to any Post-Signing Schedule Updates.
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Related to Supplementation and Amendment of Schedules; Notification of Certain Events

  • Amendment of Certain Definitions Section. ------------------------------------------

  • Modification of Certain Agreements The Borrower will not, and will not permit any of its Subsidiaries to, consent to any amendment, supplement, waiver or other modification of, or enter into any forbearance from exercising any rights with respect to the terms or provisions contained in,

  • Amendments to Servicing Agreements, Modification of Standard Provisions (a) Subject to the prior written consent of the Trustee pursuant to Section 3.07(b), the Master Servicer from time to time may, to the extent permitted by the applicable Servicing Agreement, make such modifications and amendments to such Servicing Agreement as the Master Servicer deems necessary or appropriate to confirm or carry out more fully the intent and purpose of such Servicing Agreement and the duties, responsibilities and obligations to be performed by the Servicer thereunder. Such modifications may only be made if they are consistent with the REMIC Provisions, as evidenced by an Opinion of Counsel. Prior to the issuance of any modification or amendment, the Master Servicer shall deliver to the Trustee such Opinion of Counsel and an Officer's Certificate setting forth (i) the provision that is to be modified or amended, (ii) the modification or amendment that the Master Servicer desires to issue and (iii) the reason or reasons for such proposed amendment or modification.

  • Modification of Certain Documents No Group Member shall do any of the following:

  • Amendment of Certain Documents Such Borrower will not amend or otherwise modify its Certificate of Formation or Articles of Association as the case may be, or operating agreement in any way which would have a Material Adverse Effect on such Borrower.

  • Amendments of Certain Documents Amend or otherwise modify (a) any of its Organization Documents in a manner materially adverse to the Administrative Agent or the Lenders, or (b) any term or condition of any Unsecured Financing Documentation in any manner materially adverse to the interests of the Administrative Agent or the Lenders.

  • Incorporation of Certain Definitions by Reference Each capitalized term used herein and not otherwise defined herein shall have the meaning provided therefor (including by incorporation by reference) in the Related Documents.

  • Termination of Obligations to Effect Closing; Effects (a) The obligations of the Company, on the one hand, and the Investors, on the other hand, to effect the Closing shall terminate as follows:

  • Termination of Certain Agreements On and as of the Closing, the Company shall take all actions necessary to cause the Contracts listed on Schedule 6.04 to be terminated without any further force and effect and without any cost or other liability or obligation to the Company or any of its Subsidiaries, and there shall be no further obligations of any of the relevant parties thereunder following the Closing.

  • Compliance with Consolidation Provisions The Company will not, while any of the Securities remain Outstanding, consolidate with or merge into any other Person, in either case where the Company is not the survivor of such transaction, or sell or convey all or substantially all of its property to any other Person unless the provisions of Article Ten hereof are complied with.

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