Waivers of Closing Conditions. Except as otherwise expressly provided herein, the rights to indemnification set forth in this ARTICLE V shall not be affected by any waiver by an Indemnified Party of any closing condition relating to the accuracy of any representations and warranties or the performance of or compliance with agreements and covenants. ARTICLE VI
Waivers of Closing Conditions. If a Party determines that it is necessary to supplement its Disclosure Schedule so that, as of the Closing Date, its representations and warranties, as so supplemented, would be true and correct in all material respects (or in all respects in the case of any representation or warranty that is qualified by its terms by a reference to Material Adverse Effect or other concept of materiality), such Party shall so notify the other Parties at least one Business Day prior to the Closing (such notice to be accompanied by the first Party's Disclosure Schedule as proposed to be so supplemented) and provide such additional information with respect to the matters disclosed in such supplement as the other Parties may reasonably request. If the other Parties elect to consummate the transactions contemplated hereby notwithstanding such supplement to the first Party's Disclosure Schedule, then the Parties shall be deemed to have amended this Agreement to include such Disclosure Schedule of the first Party as so supplemented and, if necessary, to include an appropriate exception to the first Party's representations and warranties set forth in this Agreement for matters set forth on the first Party's Disclosure Schedule as so supplemented, and the applicable Disclosure Schedule, as supplemented, shall be the Disclosure Schedule of the first Party for all purposes of Article VIII.
Waivers of Closing Conditions
