Common use of Update of Contracts Clause in Contracts

Update of Contracts. Seller and Shareholder shall have delivered to Purchaser an accurate list, as of the Closing Date, showing (i) all agreements, contracts and commitments of the type listed on Part 4.8 of the Disclosure Schedule entered into since the date of this Agreement (including, but not limited to, amendments, if any, to the items listed on Part 4.8 of the Disclosure Schedule), and (ii) all other agreements, contracts and commitments related to the Business or the Assets entered into since the date of this Agreement, together with true, complete and accurate copies of all documents (or in the case of oral commitments, descriptions of the material terms thereof) relevant to the items on the list (the "New Contracts"). Purchaser shall have the opportunity to review the New Contracts, and shall have the right to delay the Closing for up to five (5) days if it in its sole discretion Purchaser deems such a delay necessary to enable it to adequately review the New Contracts. All of the New Contracts that are approved in writing by Purchaser prior to the Closing, as it may be delayed, (whether such approval by Purchaser is given before or after Seller executes the New Contract) shall be included in the Assets (with no addition to the Purchase Price) and the future obligations of Seller thereunder shall be assumed by Purchaser pursuant to Section 3.2. Any New Contracts that are not approved in writing by Purchaser prior to the Closing, as it may be delayed, shall remain the sole obligation of Seller and shall not be assumed by Purchaser, and Purchaser shall have no obligation or liability with respect thereto.

Update of Contracts. Seller and Shareholder shall have delivered to Purchaser an accurate list, as of the Closing Date, showing (i) all agreements, contracts and commitments of the type listed on Part Schedule 4.8 of the Disclosure Schedule entered into since the date of this Agreement (including, but not limited to, amendments, if any, to the items listed on Part 4.8 of the Disclosure ScheduleSchedule 4.8), and (ii) all other agreements, contracts and commitments related to the Business or the Assets entered into since the date of this Agreement, together with true, complete and accurate copies of all documents (or in the case of oral commitments, descriptions of the material terms thereof) relevant to the items on the list (the "New Contracts"). Purchaser shall have the opportunity to review the New Contracts, and shall have the right to delay the Closing for up to five (5) days if it in its sole discretion Purchaser deems such a delay necessary to enable it to adequately review the New Contracts. All of the New Contracts that are approved in writing by Purchaser prior to the Closing, as it may be delayed, (whether such approval by Purchaser is given before or after Seller executes the New Contract) shall be included in the Assets (with no addition to the Purchase Price) and the future obligations of Seller thereunder shall be assumed by Purchaser pursuant to Section 3.2. Any New Contracts that are not approved in writing by Purchaser prior to the Closing, as it may be delayed, shall remain the sole obligation of Seller and shall not be assumed by Purchaser, and Purchaser shall have no obligation or liability with respect thereto.

Update of Contracts. Seller and Shareholder shall have delivered to Purchaser an accurate list, as of the Closing Date, showing (ia) all agreements, contracts and commitments of the type listed on Part Schedule 4.8 of the Disclosure Schedule entered into since the date of this Agreement (including, but not limited to, amendments, if any, to the items listed on Part 4.8 of the Disclosure ScheduleSchedule 4.8), and (iib) all other agreements, contracts and commitments related to the Business or the Assets entered into since the date of this Agreement, together with true, complete and accurate copies of all documents (or in the case of oral commitments, descriptions of the material terms thereof) relevant to the items on the list (the "New Contracts"). Purchaser shall have the opportunity to review the New Contracts, and shall have the right to delay the Closing for up to five (5) days if it in its sole reasonable discretion Purchaser deems such a delay necessary to enable it to adequately review the New Contracts. All of the New Contracts that are approved in writing by Purchaser prior to the Closing, as it may be delayed, delayed (whether such approval by Purchaser is given before or after Seller executes the New Contract) shall be included in the Assets (with no addition to the Purchase Price) and the future obligations of Seller thereunder shall be assumed by Purchaser pursuant to Section 3.2. Any New Contracts that are not approved in writing by Purchaser prior to the Closing, as it may be delayed, shall remain the sole obligation of Seller and shall not be assumed by Purchaser, and Purchaser shall have no obligation or liability with respect thereto.

Update of Contracts. Seller and Shareholder shall have delivered to Purchaser an accurate list, as of the Closing Date, showing (ia) all agreements, contracts and commitments of the type listed on Part Schedule 4.8 of the Disclosure Schedule entered into since the date of this Agreement (including, but not limited to, amendments, if any, to the items listed on Part 4.8 of the Disclosure ScheduleSchedule 4.8), and (iib) all other agreements, contracts and commitments related to the Business or the Assets entered into since the date of this Agreement, together with true, complete and accurate copies of all documents (or in the case of oral commitments, descriptions of the material terms thereof) relevant to the items on the list (the "New Contracts"). Purchaser shall have the opportunity to review the New Contracts, and shall have the reasonable right to delay the Closing for up to five (5) days if it in its sole reasonable discretion Purchaser deems such a delay necessary to enable it to adequately review the New Contracts. All of the New Contracts that are approved in writing by Purchaser prior to the Closing, as it may be delayed, (whether such approval by Purchaser is given before or after Seller executes the New Contract) shall be included in the Assets (with no addition to the Purchase Price) and the future obligations of Seller thereunder shall be assumed by Purchaser pursuant to Section 3.23. Any New Contracts that are not approved in writing by Purchaser prior to the Closing, as it may be delayed, shall remain the sole obligation of Seller and shall not be assumed by Purchaser, and Purchaser shall have no obligation or liability with respect thereto.

Update of Contracts. Seller Sellers and Shareholder shall have delivered to Purchaser an accurate list, as of the Closing Date, showing (i) all agreements, contracts and commitments of the type listed on Part 4.8 of the Disclosure Schedule entered into since the date of this Agreement (including, but not limited to, amendments, if any, to the items listed on Part 4.8 of the Disclosure Schedule), and (ii) all other agreements, contracts and commitments related to the Business or the Assets entered into since the date of this Agreement, together with true, complete and accurate copies of all documents (or in the case of oral commitments, descriptions of the material terms thereof) relevant to the items on the list (the "New Contracts"). Purchaser shall have the opportunity to review the New Contracts, and shall have the right to delay the Closing for up to five (5) days if it in its sole discretion Purchaser deems such a delay necessary to enable it to adequately review the New Contracts. All of the New Contracts that are approved in writing by Purchaser prior to the Closing, as it may be delayed, (whether such approval by Purchaser is given before or after the applicable Seller executes the New Contract) shall be included in the Assets (with no addition to the Purchase Price) and the future obligations of such Seller thereunder shall be assumed by Purchaser pursuant to Section 3.2. Any New Contracts that are not approved in writing by Purchaser prior to the Closing, as it may be delayed, shall remain the sole obligation of Seller Sellers and shall not be assumed by Purchaser, and Purchaser shall have no obligation or liability with respect thereto.

Update of Contracts. Seller and Shareholder shall have delivered to Purchaser the Rush Parties an accurate list, as of the Closing Date, showing (ia) all agreements, contracts and commitments of the type listed on Part Schedule 4.8 of the Disclosure Schedule entered into since the date of this Agreement (including, but not limited to, amendments, if any, to the items listed on Part 4.8 of the Disclosure ScheduleSchedule 4.8), and (iib) all other agreements, contracts and commitments related to the Business or the Assets entered into since the date of this Agreement, together with true, complete and accurate copies of all documents (or in the case of oral commitments, descriptions of the material terms thereof) relevant to the items on the list (the "New Contracts"). Purchaser The Rush Parties shall have the opportunity to review the New Contracts, and shall have the right to delay the Closing for up to five (5) days if it the Rush Parties in its their sole discretion Purchaser deems deem such a delay necessary to enable it them to adequately review the New Contracts. All of the New Contracts that are approved in writing by Purchaser the Rush Parties prior to the Closing, as it may be delayed, (whether such approval by Purchaser the Rush Parties is given before or after Seller executes the New Contract) shall be included in the Assets (with no addition to the Purchase Price) and the future obligations of Seller thereunder shall be assumed by Purchaser pursuant to Section 3.2. Any New Contracts that are not approved in writing by Purchaser the Rush Parties prior to the Closing, as it may be delayed, shall remain the sole obligation of Seller and shall not be assumed by Purchaser, and Purchaser shall have no obligation or liability with respect thereto.

Update of Contracts. Seller and Shareholder Member shall have delivered to Purchaser Purchasers an accurate list, as of the Closing Date, showing (i) all agreements, contracts and commitments of the type listed on Part 4.8 4.5 of the Disclosure Schedule entered into since the date of this Agreement Disclosure Effective Date (including, but not limited to, amendments, if any, to the items listed on Part 4.8 4.5 of the Disclosure Schedule), ; and (ii) all other new agreements, contracts and commitments related to the Business or the Assets entered into since the date Disclosure Effective Date of this Agreementthe type required to be listed on Part 4.5 of the Disclosure Schedule, together with true, complete and accurate copies of all documents (or in the case of oral commitments, descriptions of the material terms thereof) relevant to the items on the list (the "“New Contracts"”). Purchaser Purchasers shall have the opportunity to review the New ContractsContracts and, and if the New Contracts were required to be approved, but were not approved, by Purchasers pursuant to Article 7 above, Purchasers shall have the right to delay the Closing for up to five (5) days if it if, in its sole discretion Purchaser discretion, Purchasers deems such a delay necessary to enable it to adequately review the New Contracts. All of the New Contracts that are approved in writing by Purchaser Purchasers prior to the Closing, as it may be delayed, delayed (whether such approval by Purchaser Purchasers is given before or after Seller executes the New Contract) ), shall be Assumed Contacts included in the Assets (with no addition to the Purchase PricePrice unless otherwise resulting from the Book Equity calculation) and the future obligations of Seller thereunder Assumed Contracts shall be assumed by Purchaser pursuant to Section 3.2Purchasers. Any New Contracts that are were required to be approved, but were not approved in writing writing, by Purchaser Purchasers prior to the Closing, as it may be delayed, Closing shall remain the sole obligation of Seller and shall not be assumed by PurchaserPurchasers, and Purchaser Purchasers shall have no obligation or liability with respect thereto.

Update of Contracts. Seller and Shareholder shall have delivered to Purchaser an accurate list, as of the Closing Date, showing showing: (ia) all agreements, contracts and commitments of the type listed on Part 4.8 4.5 of the Disclosure Schedule entered into since the date of this Agreement Effective Date (including, but not limited to, amendments, if any, to the items listed on Part 4.8 4.5 of the Disclosure Schedule), ; and (iib) all other agreements, contracts and commitments related to the Business or the Assets entered into since the date of this AgreementEffective Date, together with true, complete and accurate copies of all documents (or in the case of oral commitments, descriptions of the material terms thereof) relevant to the items on the list (the "“New Contracts"”). Purchaser shall have the opportunity to review the New Contracts, Contracts and shall have the right to delay the Closing for up to five (5) days if it if, in its sole discretion reasonable discretion, Purchaser deems such a delay necessary to enable it to adequately review the New Contracts. All of the New Contracts that are approved in writing by Purchaser prior to the ClosingClosing (including those that Purchaser has agreed to assume pursuant to the consent given under Article 8.3(a), as it may be delayed, delayed (whether such approval by Purchaser is given before or after Seller executes the New Contract) ), shall be included in the Assets (with no addition to the Purchase Price) and the future obligations of Seller thereunder shall be assumed by Purchaser pursuant to Section 3.2Purchaser. Any New Contracts that are not approved in writing by Purchaser prior to the Closing, as it may be delayed, Closing shall remain the sole obligation of Seller and Seller, shall not be assumed by Purchaser, Purchaser and Purchaser shall have no obligation or liability with respect thereto.