Common use of Supplements to Disclosure Schedule Clause in Contracts

Supplements to Disclosure Schedule. If GEC or Seller becomes aware of, or there occurs after the date of this Agreement and prior to the Closing, any fact or condition that constitutes a Seller Material Adverse Effect or a material breach of any representation or warranty made by Seller in Article 4 (without giving effect, for purposes of this Section 6.11, to any qualifications as to materiality or “Material Adverse Effect” or any similar qualification contained in such representations or warranties), or if any fact or condition, either currently existing or hereafter occurring, otherwise requires any change in the Disclosure Schedule delivered to Purchaser at the time of execution of this Agreement, Seller will promptly disclose such fact or condition to Purchaser and deliver to Purchaser a supplement to the Disclosure Schedule (each, a “Disclosure Schedule Supplement”) specifying any needed change. In addition, if prior to the Closing, Purchaser becomes aware of any fact or condition that constitutes a breach of any representation or warranty of Seller, Purchaser will promptly disclose such fact or condition to Seller. Any Disclosure Schedule Supplement shall not be deemed to amend the Disclosure Schedule for purposes of determining whether the conditions set forth in Section 7.2 or Article 10 have been satisfied and shall not be deemed to cure any breach of any representation or warranty or to limit the rights and remedies of Purchaser under this Agreement for any breach of such representations and warranties.