Duty to Advise Sample Clauses

Duty to Advise. DUTY TO UPDATE THE CNYF DISCLOSURE SCHEDULES. CNYF shall promptly advise Niagara Bancorp of any change or event having a Material Adverse Effect on it or on any CNYF Subsidiary or which it believes would or would be reasonably likely to cause or constitute a material breach of any of its representations, warranties or covenants set forth herein. CNYF shall update the CNYF DISCLOSURE SCHEDULES as promptly as practicable after the occurrence of an event or fact which, if such event or fact had occurred prior to the date of this Agreement, would have been disclosed in the CNYF DISCLOSURE SCHEDULES. The delivery of such updated Schedule shall not relieve CNYF from any breach or violation of this Agreement and shall not have any effect for the purposes of determining the satisfaction of the condition set forth in Sections 6.02(c) hereof.
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Duty to Advise. Seller will promptly notify Buyer in writing of any of the following events or occurrences, or any facts or circumstances reasonably likely to give rise to any of the following events or occurrences: (a) Seller’s failure to perform any of its obligations under the Agreement, (b) delay in delivery of Products, (c) defects or quality problems relating to Products, (d) changes in Seller’s corporate structure or organization (including any change in control or ownership), (e) deficiencies in specifications, samples, prototypes or test results related to the Products, and/or (f) failure by Seller or its representatives to comply with applicable Law relating to Products or the Agreement.
Duty to Advise. Duty to Update PFC's Disclosure Schedules. PFC shall promptly advise Sound Federal Bancorp of any change or event having a Material Adverse Effect on it or on any PFC Subsidiary or which it believes would or would be reasonably likely to cause or constitute a material breach of any of its representations, warranties or covenants set forth herein. PFC shall update PFC's DISCLOSURE SCHEDULES as promptly as practicable after the occurrence of an event or fact which, if such event or fact had occurred prior to the date of this Agreement, would have been disclosed in the PFC DISCLOSURE SCHEDULES. The delivery of such updated Schedule shall not relieve PFC from any breach or violation of this Agreement and shall not have any effect for the purposes of determining the satisfaction of the condition set forth in Sections 6.02(c) hereof.
Duty to Advise. Seller shall promptly provide Notice to Buyer of any of the following events or occurrences, or any facts or circumstances reasonably likely to give rise to any of the following events or occurrences: (a) any delay in the delivery of Products; and/or (b) any Defects or quality problems relating to Products. In addition, Seller shall promptly Notify Buyer of any material change in Seller’s insurance coverage or professional certifications.
Duty to Advise. DUTY TO UPDATE SOVEREIGN'S DISCLOSURE SCHEDULE. Sovereign shall promptly advise Bankers of any change or event having a Material Adverse Effect on it or on any Sovereign Subsidiary or which it believes would or would be reasonably likely to cause or constitute a material breach of any of its representations, warranties or covenants set forth herein. Sovereign shall update Sovereign's Disclosure Schedule as promptly as practicable after the occurrence of an event or fact which, if such event or fact had occurred prior to the date of this Agreement, would have been disclosed in the Sovereign Disclosure Schedule. The delivery of such updated Schedule shall not relieve Sovereign from any breach or violation of this Agreement and shall not have any effect for the purposes of determining the satisfaction of the condition set forth in Sections 5.01(c) hereof.
Duty to Advise. DUTY TO UPDATE SWB'S DISCLOSURE SCHEDULE. SWB shall promptly advise Alliance Bancorp of any change or event having a Material Adverse Effect on it or on any SWB Subsidiary or which it believes would or would be reasonably likely to cause or constitute a material breach of any of its representations, warranties or covenants set forth herein. SWB shall update SWB's Disclosure Schedule as promptly as practicable after the occurrence of an event or fact which, if such event or fact had occurred prior to the date of this Agreement, would have been disclosed in the SWB Disclosure Schedule. The delivery of such updated Schedule shall not relieve SWB from any breach or violation of this Agreement and shall not have any effect for the purposes of determining the satisfaction of the condition set forth in Sections 6.02(c) hereof.
Duty to Advise. Each Party shall provide the other Party with information about its inventory levels of VetGuardian Products upon request. Supplier shall promptly provide written notice to Distributor of any of the following events or occurrences, or any facts or circumstances reasonably likely to give rise to any of the following events or occurrences: (a) any failure by Supplier to perform any of its obligations under this Agreement; (b) any delay in delivery of VetGuardian Products; (c) any defects or quality problems relating to VetGuardian Products; (d) any change in control of Supplier; (e) any deficiency in Supplier’s specifications, samples, or prototypes relating to this Agreement; (f) any failure by Supplier to comply with any applicable laws; or (g) any anticipated limitations on availability of the VetGuardian Products.
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Duty to Advise. Duty to Update the First Leesport's Disclosure Schedule. First Leesport shall promptly advise Merchants of any change or event having a Material Adverse Effect on it or on any First Leesport Subsidiary or which it believes would or would be reasonably likely to cause or constitute a material breach of any of its representations, warranties or covenants set forth herein. First Leesport shall update the First Leesport Disclosure Schedule as promptly as practicable after the occurrence of an event or fact which, if such event or fact had occurred prior to the date of this Agreement, would have been disclosed in the First Leesport Disclosure Schedule. The delivery of such updated Disclosure Schedule shall not relieve First Leesport from any breach or violation of this Agreement and shall not have any effect for the purposes of determining the satisfaction of the condition set forth in Sections 5.01(c) hereof.
Duty to Advise. Hytera shall promptly provide written Notice to EMCORE of any of the following events or occurrences, or any facts or circumstances reasonably likely to give rise to any of the following events or occurrences: (a) any failure by Hytera to perform any of its obligations under this Agreement; (b) any delay in delivery of Products; (c) any defects or quality problems relating to Products; (d) any change in Control of Hytera; (e) any deficiency in EMCORE specifications, samples, prototypes or test results relating to this Agreement; or (f) any failure by Hytera, or its subcontractors or common carriers, to comply with Law. In addition, Hytera shall promptly notify EMCORE in writing of any change in Hytera's authorized Representatives, insurance coverage or professional certifications.
Duty to Advise. Societal CDMO shall promptly provide written notice to Client of any of the following events or occurrences, or any facts or circumstances reasonably likely to give rise to any of the following events or occurrences: (a) any failure for any reason by Societal CDMO to perform any of its obligations under this Agreement or any Statement of Work; (b) any delay in delivery of Products; (c) any defects or quality problems relating to Products; (d) any deficiency in the Materials; or (e) any failure by Societal CDMO, or its Subcontractors or common carriers, to comply with applicable Regulatory Standards. In addition, Societal CDMO shall promptly notify Client in writing of any change in Societal CDMO’s professional certifications.
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