Common use of Supplements to Disclosures Clause in Contracts

Supplements to Disclosures. Seller and Purchaser agree that, with respect to Seller’s representations and warranties contained in this Agreement, Seller shall have the continuing obligation until each of the RFS Closing and the RFCIL Closing, as applicable, to correct, supplement or amend promptly the written disclosures by Seller to Purchaser made on the date hereof pursuant to Article 1 or 3 hereto with respect to any matter arising or discovered after the date of this Agreement (whether or not existing or known at the date of this Agreement) that causes the representations and warranties of Seller to be untrue or inaccurate in any respect, subject to the last sentence of this Section 5.8. For all purposes of this Agreement, including for purposes of determining whether the conditions set forth in Article 6 have been fulfilled and including for purposes of Article 8, written disclosures of Seller made on the date hereof shall be deemed to include only that information contained therein on the date of this Agreement and shall be deemed to exclude all information contained in any such correction, supplement or amendment. Seller and Purchaser acknowledge and agree that Purchaser requires a reasonable amount of time to review any corrections, supplements and amendments to the written disclosures made by Seller to Purchaser and, accordingly, shall provide Purchaser with any corrections, supplements and amendments at least two Business Days prior to either the RFS Closing or the RFCIL Closing, as applicable (unless a lesser time is agreed to by Purchaser).

Supplements to Disclosures. Seller and Purchaser agree that, with respect to Seller’s representations and warranties contained in this Agreement, Seller shall have the continuing obligation until each of the RFS Closing and the RFCIL Closing, as applicable, to correct, supplement or amend promptly the written disclosures by Seller to Purchaser made on the date hereof pursuant to Article 1 or 3 hereto with respect to any matter arising or discovered after the date of this Agreement (whether or not existing or known at the date of this Agreement) that causes the representations and warranties of Seller to be untrue or inaccurate in any respect, subject to the last sentence of this Section 5.85.9; provided, that Seller shall have until the close of business on November 21, 2008 to make any such corrections, supplements or amendments to written disclosures by Seller to Purchaser made on the date hereof pursuant to Article 1 or 3 hereto, so long as any such corrections, supplements or amendments do not relate to conditions, circumstances, events or omissions that are materially adverse to ResMor Trust or to Seller’s ability to consummate the transactions contemplated by this Agreement. For all purposes of this Agreement, including for purposes of determining whether the conditions set forth in Article 6 have been fulfilled and including for purposes of Article 8, written disclosures of Seller made on the date hereof shall be deemed to include only that information contained therein on the date of this Agreement Agreement, as such written disclosures may be corrected, supplemented or amended through November 21, 2008, and shall be deemed to exclude all information contained in any such correction, supplement or amendmentamendment (other than any such correction, supplement or amendment made on or prior to November 21, 2008). Seller and Purchaser acknowledge and agree that Purchaser requires a reasonable amount of time to review any corrections, supplements and amendments to the written disclosures made by Seller to Purchaser and, accordingly, shall provide Purchaser with any corrections, supplements and amendments at least two Business Days prior to either the RFS Closing or the RFCIL Closing, as applicable (unless a lesser time is agreed to by Purchaser).