Common use of Event Notices and Other Actions Clause in Contracts

Event Notices and Other Actions. (a) From and after the date of this Agreement until the Effective Time, each party hereto shall promptly notify the other parties hereto of (i) the occurrence or nonoccurrence of any event, the occurrence or nonoccurrence of which has resulted in, or could reasonably be expected to result in, any condition to the Offer set forth in Annex B, or any condition to the Merger set forth in Article VIII, not being satisfied, (ii) the failure of such party to comply with any covenant or agreement to be complied with by it pursuant to this Agreement which has resulted in, or could reasonably be expected to result in, any condition to the Offer set forth in Annex B, or any condition to the Merger set forth in Article VIII, not being satisfied and (iii) any representation or warranty made by it contained in this Agreement that is qualified as to materiality becoming untrue or inaccurate in any respect or any such representation or warranty that is not so qualified becoming untrue or inaccurate in any material respect. No delivery of any notice pursuant to this Section 7.14(a) shall cure any breach of any representation or warranty of such party contained in this Agreement or otherwise limit or affect the remedies available hereunder to the party or parties receiving such notice.

Event Notices and Other Actions. (a) From and after the date ------------------------------- of this Agreement until the Effective Time, each party hereto the Company shall promptly notify the other parties hereto Parent and Purchaser of (i) the occurrence or nonoccurrence of any event, the occurrence or nonoccurrence of which has resulted in, or could reasonably be expected to result in, any condition to the Offer set forth in Annex BA, or any condition to the Merger set forth in Article VIIIVII, not being satisfied, (ii) the Company's failure of such party to comply with any covenant or agreement to be complied with by it pursuant to this Agreement which has resulted in, or could reasonably be expected to result in, any condition to the Offer set forth in Annex BA, or any condition to the Merger set forth in Article VIIIVII, not being satisfied and (iii) any representation or warranty made by it the Company contained in this Agreement that is qualified as to materiality becoming untrue or inaccurate in any respect or any such representation or warranty that is not so qualified as to materiality becoming untrue or inaccurate in any material respect. No The Company's delivery of any notice pursuant to this Section 7.14(a6.6(a) shall not cure any breach of any representation or warranty of such party the Company contained in this Agreement or otherwise limit or affect the remedies available hereunder to the party Parent or parties receiving such noticePurchaser.

Event Notices and Other Actions. (a) From and after -------------------------------- the date of this Agreement until the Effective Time, each party hereto shall promptly notify the other parties hereto of (i) the occurrence or nonoccurrence of any event, the occurrence or nonoccurrence of which has resulted in, or could reasonably be expected to result in, any condition to the Offer set forth in Annex B, or any condition to the Merger set forth in Article VIII, not being satisfied, (ii) the failure of such party to comply with any covenant or agreement to be complied with by it pursuant to this Agreement which has resulted in, or could reasonably be expected to result in, any condition to the Offer set forth in Annex B, or any condition to the Merger set forth in Article VIII, not being satisfied and (iii) any representation or warranty made by it contained in this Agreement that is qualified as to materiality becoming untrue or inaccurate in any respect or any such representation or warranty that is not so qualified becoming untrue or inaccurate in any material respect. No delivery of any notice pursuant to this Section 7.14(a7.12(a) shall cure any breach of any representation or warranty of such party contained in this Agreement or otherwise limit or affect the remedies available hereunder to the party or parties receiving such notice.

Event Notices and Other Actions. (a) From and after the date of this Agreement until the Effective Time, each party hereto shall promptly notify the other parties hereto of (i) the occurrence or nonoccurrence of any event, the occurrence or nonoccurrence of which has resulted in, or could reasonably be expected to result in, any condition to the Offer set forth in Annex B, or any condition to the Merger set forth in Article VIII, not being satisfied, (ii) the failure of such party to comply with any covenant or agreement to be complied with by it pursuant to this Agreement which has resulted in, or could reasonably be expected to result in, any condition to the Offer set forth in Annex B, or any condition to the Merger set forth in Article VIII, not being satisfied and (iii) any representation or warranty made by it contained in this Agreement that is qualified as to materiality becoming untrue or inaccurate in any respect or any such representation or warranty that is not so qualified becoming untrue or inaccurate in any material respect. No delivery of any notice pursuant to this Section 7.14(a7.13(a) shall cure any breach of any representation or warranty of such party contained in this Agreement or otherwise limit or affect the remedies available hereunder to the party or parties receiving such notice.

Event Notices and Other Actions. (a) From and after the date of this Agreement until the Effective Time, each party hereto the Company shall promptly notify the other parties hereto Parent and Purchaser of (i) the occurrence or nonoccurrence of any event, the occurrence or nonoccurrence of which has resulted in, or could reasonably be expected to result in, any condition to the Offer set forth in Annex BA, or any condition to the Merger set forth in Article VIIIVII, not being satisfied, (ii) the Company’s failure of such party to comply with any covenant or agreement to be complied with by it pursuant to this Agreement which has resulted in, or could reasonably be expected to result in, any condition to the Offer set forth in Annex BA, or any condition to the Merger set forth in Article VIIIVII, not being satisfied and (iii) any representation or warranty made by it the Company contained in this Agreement that is qualified as to materiality becoming untrue or inaccurate in any respect or any such representation or warranty that is not so qualified as to materiality becoming untrue or inaccurate in any material respect. No The Company’s delivery of any notice pursuant to this Section 7.14(a6.6(a) shall not cure any breach of any representation or warranty of such party the Company contained in this Agreement or otherwise limit or affect the remedies available hereunder to the party Parent or parties receiving such noticePurchaser.

Event Notices and Other Actions. (a) From and after the date of this Agreement until the Effective Time, each party hereto the Company shall promptly notify the other parties hereto Parent and Purchaser of (i) the occurrence or nonoccurrence of any event, the occurrence or nonoccurrence of which has resulted in, or could reasonably be expected to result in, any condition to the Offer set forth in Annex BA, or any condition to the Merger set forth in Article VIIIVII, not being satisfied, (ii) the Company's failure of such party to comply with any covenant or agreement to be complied with by it pursuant to this Agreement which has resulted in, or could reasonably be expected to result in, any condition to the Offer set forth in Annex BA, or any condition to the Merger set forth in Article VIIIVII, not being satisfied and (iii) any representation or warranty made by it the Company contained in this Agreement that is qualified as to materiality becoming untrue or inaccurate in any respect or any such representation or warranty that is not so qualified as to materiality becoming untrue -45- or inaccurate in any material respect. No The Company's delivery of any notice pursuant to this Section 7.14(a6.6(a) shall not cure any breach of any representation or warranty of such party the Company contained in this Agreement or otherwise limit or affect the remedies available hereunder to the party Parent or parties receiving such noticePurchaser.

Event Notices and Other Actions. (a) From and after the date of this Agreement until the Effective Time, each party hereto the Company shall promptly notify the other parties hereto Parent and Purchaser of (i) the occurrence or nonoccurrence of any event, the occurrence or nonoccurrence of which has resulted in, or could reasonably be expected to result in, any condition to the Offer set forth in Annex BA, or any condition to the Merger set forth in Article VIIIVII, not being satisfied, (ii) the Company's failure of such party to comply with any covenant or agreement to be complied with by it pursuant to this Agreement which has resulted in, or could reasonably be expected to result in, any condition to the Offer set forth in Annex BA, or any condition to the Merger set forth in Article VIIIVII, not being satisfied and (iii) any representation or warranty made by it the Company contained in this Agreement that is qualified as to materiality becoming untrue or inaccurate in any respect or any such representation or warranty that is not so qualified as to materiality becoming untrue or inaccurate in any material respect. No The Company's delivery of any notice pursuant to this Section 7.14(a6.5(a) shall not cure any breach of any representation or warranty of such party the Company contained in this Agreement or otherwise limit or affect the remedies available hereunder to the party Parent or parties receiving such noticePurchaser.