Common use of Notice and Cure Clause in Contracts

Notice and Cure. From and after the date of this Agreement until the Closing, Transferor will notify Acquiror promptly in writing of, and contemporaneously will provide Acquiror with true and complete copies of any and all information or documents relating to, and will use commercially reasonable efforts to cure, any event, transaction or circumstance occurring after the date of this Agreement that causes or will cause any covenant or agreement of Transferor under this Agreement to be breached, that renders or will render untrue any representation or warranty of Transferor contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance or would cause any condition set forth in Article XI to fail to be satisfied as of the Closing. Notice given pursuant to this Section 8.03 that relates to facts existing or circumstances occurring prior to the date of this Agreement shall not cure or otherwise have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein nor shall such notice in any way limit Acquiror’s right to seek indemnity under Article XIV. Notice given pursuant to this Section 8.03 with respect to matters first occurring after the date of this Agreement shall not cure or otherwise have any effect on any representations, warranties, covenants, or agreements for purposes of determining whether the conditions of Section 11.02(c) have been satisfied or whether Acquiror has the right to terminate this Agreement pursuant to Section 13.01, but shall cure the related breach of any representation or warranty for all other purposes under this Agreement.

Notice and Cure. From and after the date of this Agreement until the Closing, Transferor Purchaser will notify Acquiror promptly Seller in writing of, and contemporaneously will provide Acquiror Seller with true and complete copies of any and all information or documents relating to, and will use all commercially reasonable efforts to curecure before the Closing, any event, transaction or circumstance circumstance, as soon as practicable after it becomes known, or reasonably should have become known, to Purchaser, occurring after the date of this Agreement Agreement, that causes or will cause any covenant or agreement of Transferor Purchaser under this Agreement to be breached, breached or that renders or will render untrue any representation or warranty of Transferor Purchaser contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance or would cause any condition set forth circumstance. Purchaser also will notify Seller in Article XI writing of, and will use all commercially reasonable efforts to fail to be satisfied as of cure, before the Closing, any violation or breach, as soon as practicable after it becomes known, or reasonably should have become known, to Purchaser, of any representation, warranty, covenant or agreement made by Purchaser in this Agreement, whether occurring or arising before, on or after the date of this Agreement. Notice No notice given pursuant to this Section 8.03 that relates to facts existing or circumstances occurring prior to the date of this Agreement shall not cure or otherwise have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein nor or shall such notice in any way limit AcquirorSeller’s right to seek indemnity under Article XIV. Notice given pursuant to this Section 8.03 with respect to matters first occurring after the date of this Agreement shall not cure or otherwise have any effect on any representations, warranties, covenants, or agreements for purposes of determining whether the conditions of Section 11.02(c) have been satisfied or whether Acquiror has the right to terminate this Agreement pursuant to Section 13.01, but shall cure the related breach of any representation or warranty for all other purposes under this Agreement.X.

Notice and Cure. From and after the date of this Agreement until the Closing, Transferor Purchaser will notify Acquiror promptly Seller in writing of, and contemporaneously will provide Acquiror Seller with true and complete copies of any and all information or documents relating to, and will use all commercially reasonable efforts to curecure before the Closing, any event, transaction or circumstance circumstance, as soon as practicable after it becomes known to Purchaser, occurring after the date of this Agreement that causes or will cause any covenant or agreement of Transferor Purchaser under this Agreement to be breached, breached or that renders or will render untrue any representation or warranty of Transferor Purchaser contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance or would cause any condition set forth circumstance. Purchaser also will notify Seller in Article XI writing of, and will use all commercially reasonable efforts to fail to be satisfied as of cure, before the Closing, any violation or breach, as soon as practicable after it becomes known to Purchaser, of any representation, warranty, covenant or agreement made by Purchaser in this Agreement, whether occurring or arising before, on or after the date of this Agreement. Notice No notice given pursuant to this Section 8.03 that relates to facts existing or circumstances occurring prior to the date of this Agreement shall not cure or otherwise have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein nor or shall such notice in any way limit AcquirorSeller’s right to seek indemnity under Article XIV. Notice given pursuant to this Section 8.03 with respect to matters first occurring after the date of this Agreement shall not cure or otherwise have any effect on any representations, warranties, covenants, or agreements for purposes of determining whether the conditions of Section 11.02(c) have been satisfied or whether Acquiror has the right to terminate this Agreement pursuant to Section 13.01, but shall cure the related breach of any representation or warranty for all other purposes under this Agreement11.

Notice and Cure. From and after the date of this Agreement until the Closing, Transferor Seller will notify Acquiror promptly Purchaser in writing (where appropriate, through updates to the Disclosure Schedule) of, and contemporaneously will provide Acquiror Purchaser with true and complete copies of any and all information or documents relating to, and will use all commercially reasonable efforts to curecure before the Closing, any event, transaction or circumstance circumstance, as soon as practicable after it becomes known, or reasonably should have become known, to Seller, occurring after the date of this Agreement Agreement, that causes or will cause any covenant or agreement of Transferor Seller under this Agreement to be breached, breached or that renders or will render untrue any representation or warranty of Transferor Seller contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance or would cause any condition set forth circumstance. Seller also will notify Purchaser in Article XI writing (where appropriate, through updates to fail the Disclosure Schedule) of, and will use all commercially reasonable efforts to be satisfied as of cure, before the Closing, any violation or breach, as soon as practicable after it becomes known, or reasonably should have become known, to Seller, of any representation, warranty, covenant or agreement made by Seller in this Agreement, whether occurring or arising before, on or after the date of this Agreement. Notice No notice given pursuant to this Section 8.03 that relates to facts existing or circumstances occurring prior to the date of this Agreement shall not cure or otherwise have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein nor or shall such notice in any way limit AcquirorPurchaser’s right to seek indemnity under Article XIV. Notice given pursuant to this Section 8.03 with respect to matters first occurring after the date of this Agreement shall not cure or otherwise have any effect on any representations, warranties, covenants, or agreements for purposes of determining whether the conditions of Section 11.02(c) have been satisfied or whether Acquiror has the right to terminate this Agreement pursuant to Section 13.01, but shall cure the related breach of any representation or warranty for all other purposes under this Agreement.X.

Notice and Cure. From and after the date of this Agreement until the Closing, Transferor Love will notify Acquiror promptly Purchaser in writing (where appropriate, through updates to the Disclosure Schedule) of, and contemporaneously will provide Acquiror Purchaser with true and complete copies of any and all information or documents relating to, and will use all commercially reasonable efforts to curecure before the Closing, any event, transaction or circumstance circumstance, as soon as practicable after it becomes Known to Love, occurring after the date of this Agreement that causes or will cause any covenant or agreement of Transferor any Seller under this Agreement to be breached, breached or that renders or will render untrue any representation or warranty of Transferor any Seller contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance or would cause any condition set forth circumstance. Love also will notify Purchaser in Article XI writing (where appropriate, through updates to fail the Disclosure Schedule) of, and will use all commercially reasonable efforts to be satisfied as of cure, before the Closing, any violation or breach, as soon as practicable after it becomes Known to Love, of any representation, warranty, covenant or agreement made by any Seller in this Agreement, whether occurring or arising before, on or after the date of this Agreement. Notice No notice given pursuant to this Section 8.03 that relates to facts existing or circumstances occurring prior to the date of this Agreement shall not cure or otherwise have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein nor or shall such notice in any way limit Acquiror’s Purchaser's right to seek indemnity under Article XIV. Notice given pursuant to this Section 8.03 with respect to matters first occurring after the date of this Agreement shall not cure or otherwise have any effect on any representations, warranties, covenants, or agreements for purposes of determining whether the conditions of Section 11.02(c) have been satisfied or whether Acquiror has the right to terminate this Agreement pursuant to Section 13.01, but shall cure the related breach of any representation or warranty for all other purposes under this AgreementARTICLE XI.

Notice and Cure. From and after the date of this Agreement until the Closing, Transferor Purchaser will notify Acquiror promptly Sellers in writing of, and contemporaneously will provide Acquiror Sellers with true and complete copies of any and all information or documents relating to, and will use all commercially reasonable efforts to curecure before the Closing, any event, transaction or circumstance circumstance, as soon as practicable after it becomes known to Purchaser, occurring after the date of this Agreement that causes or will cause any covenant or agreement of Transferor Purchaser under this Agreement to be breached, breached or that renders or will render untrue any representation or warranty of Transferor Purchaser contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance or would cause any condition set forth circumstance. Purchaser also will notify Sellers in Article XI writing of, and will use all commercially reasonable efforts to fail to be satisfied as of cure, before the Closing, any violation or breach, as soon as practicable after it becomes known to Purchaser, of any representation, warranty, covenant or agreement made by Purchaser in this Agreement, whether occurring or arising before, on or after the date of this Agreement. Notice No notice given pursuant to this Section 8.03 that relates to facts existing or circumstances occurring prior to the date of this Agreement shall not cure or otherwise have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein nor or shall such notice in any way limit Acquiror’s Seller's right to seek indemnity under Article XIV. Notice given pursuant to this Section 8.03 with respect to matters first occurring after the date of this Agreement shall not cure or otherwise have any effect on any representations, warranties, covenants, or agreements for purposes of determining whether the conditions of Section 11.02(c) have been satisfied or whether Acquiror has the right to terminate this Agreement pursuant to Section 13.01, but shall cure the related breach of any representation or warranty for all other purposes under this AgreementARTICLE XI.

Notice and Cure. From and after the date of this Agreement until the Closing, Transferor Sellers will notify Acquiror Purchaser promptly in writing of, and contemporaneously will provide Acquiror Purchaser with true and complete copies of any and all information or documents relating to, and will use commercially reasonable efforts to cure, any event, transaction or circumstance occurring after the date of this Agreement that causes or will cause any covenant or agreement of Transferor Sellers under this Agreement to be breached, breached or that renders or will render untrue any representation or warranty of Transferor Sellers contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance or would cause any condition set forth in Article XI to fail to be satisfied as of the Closingcircumstance. Notice given pursuant to this Section 8.03 that 5.03 which relates to facts existing or circumstances occurring prior to the date of this Agreement shall not cure or otherwise have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein nor shall such notice in any way limit AcquirorPurchaser’s right to seek indemnity under Article XIVXI. Notice given pursuant to this Section 8.03 5.03 with respect to matters first occurring after the date of this Agreement shall not cure or otherwise have any effect on any representations, warranties, covenants, or agreements for purposes of determining whether the conditions of Section 11.02(c8.02(b) have been satisfied or whether Acquiror has the right to terminate this Agreement pursuant to Section 13.01satisfied, but shall cure the related breach of any representation or warranty for all other purposes under this Agreement.

Notice and Cure. From and after the date of this Agreement until the Closing, Transferor Seller will notify Acquiror promptly Purchaser in writing of, and contemporaneously will provide Acquiror Purchaser with true and complete copies of any and all information or documents relating to, and will use all commercially reasonable efforts to curecure before the Closing, any event, transaction or circumstance circumstance, as soon as practicable after it becomes Known to Seller, occurring after the date of this Agreement that causes or will cause any covenant or agreement of Transferor Seller under this Agreement to be breached, breached or that renders or will render untrue any representation or warranty of Transferor Seller contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance or would cause any condition set forth circumstance. Seller also will notify Purchaser in Article XI writing of, and will use all commercially reasonable efforts to fail to be satisfied as of cure, before the Closing, any violation or breach, as soon as practicable after it becomes Known to Seller, of any representation, warranty, covenant or agreement made by Seller in this Agreement, whether occurring or arising before, on or after the date of this Agreement. Notice No notice given pursuant to this Section 8.03 that relates to facts existing or circumstances occurring prior to the date of this Agreement (i) shall not cure or otherwise have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein nor or (ii) shall such notice in any way limit Acquiror’s Purchaser's right to seek indemnity under Article XIV. Notice given pursuant to this Section 8.03 with respect to matters first occurring after the date of this Agreement shall not cure or otherwise have any effect on any representations, warranties, covenants, or agreements for purposes of determining whether the conditions of Section 11.02(c) have been satisfied or whether Acquiror has the right to terminate this Agreement pursuant to Section 13.01, but shall cure the related breach of any representation or warranty for all other purposes under this AgreementIX.

Notice and Cure. From and after the date of this Agreement until the Closing, Transferor Seller will notify Acquiror promptly Purchaser in writing (where appropriate, through updates to the Disclosure Schedule) of, and contemporaneously will provide Acquiror Purchaser with true and complete copies of any and all information or documents relating to, and will use all commercially reasonable efforts to curecure before the Closing, any event, transaction or circumstance circumstance, as soon as practicable after it becomes known, or reasonably should have become known, to Seller, occurring after the date of this Agreement Agreement, that causes or will cause any covenant or agreement of Transferor Seller under this Agreement to be breached, breached or that renders or will render untrue any representation or warranty of Transferor Seller contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance or would cause any condition set forth circumstance. Seller also will notify Purchaser in Article XI writing (where appropriate, through updates to fail the Disclosure Schedule) of, and will use all commercially reasonable efforts to be satisfied as of cure, before the Closing, any violation or breach, as soon as practicable after it becomes known, or reasonably should have become known, to Seller, of any representation, warranty, covenant or agreement made by Seller in this Agreement, whether occurring or arising before, on or after the date of this Agreement. Notice No notice given pursuant to this Section 8.03 that relates to facts existing or circumstances occurring prior to the date of this Agreement shall not cure or otherwise have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein nor or shall such notice in any way limit Acquiror’s Purchaser's right to seek indemnity under Article XIV. Notice given pursuant to this Section 8.03 with respect to matters first occurring after the date of this Agreement shall not cure or otherwise have any effect on any representations, warranties, covenants, or agreements for purposes of determining whether the conditions of Section 11.02(c) have been satisfied or whether Acquiror has the right to terminate this Agreement pursuant to Section 13.01, but shall cure the related breach of any representation or warranty for all other purposes under this Agreement.X.

Notice and Cure. From and after the date of this Agreement until the Closing, Transferor Purchaser will notify Acquiror promptly Seller in writing of, and contemporaneously will provide Acquiror Seller with true and complete copies of any and all information or documents relating to, and will use all commercially reasonable efforts to curecure before the Closing, any event, transaction or circumstance circumstance, as soon as practicable after it becomes known to Purchaser, occurring after the date of this Agreement that causes or will cause any covenant or agreement of Transferor Purchaser under this Agreement to be breached, breached or that renders or will render untrue any representation or warranty of Transferor Purchaser contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance or would cause any condition set forth circumstance. Purchaser also will notify Seller in Article XI writing of, and will use all commercially reasonable efforts to fail to be satisfied as of cure, before the Closing, any violation or breach, as soon as practicable after it becomes known to Purchaser, of any representation, warranty, covenant or agreement made by Purchaser in this Agreement, whether occurring or arising before, on or after the date of this Agreement. Notice No notice given pursuant to this Section 8.03 that relates to facts existing or circumstances occurring prior to the date of this Agreement shall not cure or otherwise have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein nor or shall such notice in any way limit Acquiror’s Seller's right to seek indemnity under Article XIV. Notice given pursuant to this Section 8.03 with respect to matters first occurring after the date of this Agreement shall not cure or otherwise have any effect on any representations, warranties, covenants, or agreements for purposes of determining whether the conditions of Section 11.02(c) have been satisfied or whether Acquiror has the right to terminate this Agreement pursuant to Section 13.01, but shall cure the related breach of any representation or warranty for all other purposes under this AgreementIX.

Notice and Cure. From Each Stockholder and after Partner, as the date of this Agreement until the Closingcase may be, Transferor will notify Acquiror Purchaser promptly in writing of, and contemporaneously will provide Acquiror Purchaser with true and complete copies of any and all information or documents relating to, and will use all commercially reasonable efforts to curecure before the Closing, any event, transaction or circumstance occurring after the date of this Agreement that causes or will cause any covenant or agreement of Transferor such Stockholder or Partner under this Agreement to be breached, breached or that renders or will render untrue any representation or warranty of Transferor such Stockholder or Partner contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance circumstance. Each Stockholder or would cause any condition set forth Partner, as the case may be, also will notify Purchaser promptly in Article XI writing of, and will use all commercially reasonable efforts to fail to be satisfied as of cure, before the Closing, any violation or breach of any representation, warranty, covenant or agreement made by such Stockholder or Partner in this Agreement, whether occurring or arising before, on or after the date of this Agreement. Notice No notice given pursuant to this Section 8.03 that relates to facts existing or circumstances occurring prior to the date of this Agreement shall not cure or otherwise have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein nor or shall such notice in any way limit Acquiror’s Purchaser's right to seek indemnity under Article XIV. Notice given pursuant to this Section 8.03 with respect to matters first occurring after the date of this Agreement shall not cure or otherwise have any effect on any representations, warranties, covenants, or agreements for purposes of determining whether the conditions of Section 11.02(c) have been satisfied or whether Acquiror has the right to terminate this Agreement pursuant to Section 13.01, but shall cure the related breach of any representation or warranty for all other purposes under this Agreement.

Notice and Cure. From and after Sellers shall notify Purchaser in writing, by updating the date of this Agreement until the Closing, Transferor will notify Acquiror promptly in writing ofDisclosure Schedules, and contemporaneously will provide Acquiror Purchaser with true and complete copies of any and all information or documents relating to, and will use all commercially reasonable efforts to curecure before the Closing, any event, transaction or circumstance circumstance, as soon as practicable after it becomes Known to Sellers, occurring after the date of this Agreement that causes or will cause any covenant or agreement of Transferor Sellers or the Company under this Agreement to be breached, breached or that renders or will render untrue any representation or warranty of Transferor Sellers contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance or would cause any condition set forth circumstance. Sellers also will notify Purchaser in Article XI writing (where appropriate, through updates to fail the Disclosure Schedules) of, and will use all commercially reasonable efforts to be satisfied as of cure, before the Closing, any violation or breach, as soon as practicable after it becomes Known to Sellers, of any representation, warranty, covenant or agreement made by Seller in this Agreement, whether occurring or arising before, on or after the date of this Agreement. Notice No notice given pursuant to this Section 8.03 that relates to facts existing or circumstances occurring prior to the date of this Agreement 5.5 shall not cure or otherwise have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein nor or shall such notice in any way limit Acquiror’s Purchaser's right to seek indemnity under Article XIV. Notice given pursuant to this Section 8.03 with respect to matters first occurring after the date of this Agreement shall not cure or otherwise have any effect on any representations, warranties, covenants, or agreements for purposes of determining whether the conditions of Section 11.02(c) have been satisfied or whether Acquiror has the right to terminate this Agreement pursuant to Section 13.01, but shall cure the related breach of any representation or warranty for all other purposes under this AgreementIX.

Notice and Cure. From and after the date of this Agreement until the Closing, Transferor Seller will notify Acquiror promptly Buyer in writing (where appropriate, through updates to the Disclosure Letter) of, and contemporaneously will provide Acquiror Buyer with true and complete copies of any and all information or documents relating to, and will use all commercially reasonable efforts to curecure before the Closing, any event, transaction or circumstance circumstance, as soon as practicable after it becomes known to Seller, occurring after the date of this Agreement that causes or will cause any covenant or agreement of Transferor Seller or the Company under this Agreement to be breached, breached or that renders or will render untrue any representation or warranty of Transferor Seller contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance or would cause any condition set forth circumstance. Seller also will notify Buyer in Article XI writing (where appropriate, through updates to fail the Disclosure Letter) of, and will use all commercially reasonable efforts to be satisfied as of cure, before the Closing, any violation or breach, as soon as practicable after it becomes known to Seller, of any representation, warranty, covenant or agreement made by Seller in this Agreement, whether occurring or arising before, on or after the date of this Agreement. Notice No notice given pursuant to this Section 8.03 that relates to facts existing or circumstances occurring prior to the date of this Agreement 4.10 shall not cure or otherwise have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein nor or shall such notice in any way limit AcquirorBuyer’s right to seek indemnity under Article XIV. Notice given pursuant to this Section 8.03 with respect to matters first occurring after the date of this Agreement shall not cure or otherwise have any effect on any representations, warranties, covenants, or agreements for purposes of determining whether the conditions of Section 11.02(c) have been satisfied or whether Acquiror has the right to terminate this Agreement pursuant to Section 13.01, but shall cure the related breach of any representation or warranty for all other purposes under this Agreement3.

Notice and Cure. From and after the date of this Agreement until the Closing, Transferor will (a) Seller shall notify Acquiror promptly Purchaser in writing of, and shall contemporaneously will provide Acquiror Purchaser with true and complete copies of any and all information or documents relating to, and will shall use all commercially reasonable efforts to curecure before the Closing, any event, transaction or circumstance circumstance, as soon as practicable after it becomes known to Seller, occurring after the date of this Agreement that causes or will may cause any covenant or agreement of Transferor Seller under this Agreement to be breached, breached or that renders or will may render untrue in any material respect any representation or warranty of Transferor Seller contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance or would cause any condition set forth circumstance. Seller also shall notify Purchaser in Article XI writing of, and shall use all commercially reasonable efforts to fail to be satisfied as of cure, before the Closing, any violation or breach, as soon as practicable after it becomes known to Seller, of any representation, warranty, covenant or agreement made by Seller in this Agreement, whether occurring or arising before, on or after the date of this Agreement. Notice No notice given pursuant to this Section 8.03 that relates to facts existing or circumstances occurring prior to the date of this Agreement 5.08(a) shall not cure or otherwise have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein nor or shall such notice in any way limit Acquiror’s Purchaser's rights under any provision of this Agreement or any of the Ancillary Agreements, including Purchaser's right to seek indemnity indemnification under Article XIV. Notice given pursuant to this Section 8.03 with respect to matters first occurring after the date of this Agreement shall not cure or otherwise have any effect on any representations, warranties, covenants, or agreements for purposes of determining whether the conditions of Section 11.02(c) have been satisfied or whether Acquiror has the right to terminate this Agreement pursuant to Section 13.01, but shall cure the related breach of any representation or warranty for all other purposes under this AgreementIX.

Notice and Cure. From and after the date of this Agreement until the Closing, Transferor The Purchaser will notify Acquiror the Seller and the Founders promptly in writing of, and contemporaneously will provide Acquiror the Seller with true and complete copies of any and all information or documents relating to, and will use all commercially reasonable efforts to curecure before the Closing, any event, transaction or circumstance occurring after the date of this Agreement that causes or will cause any covenant or agreement of Transferor the Purchaser under this Agreement to be breached, breached or that renders or will render untrue any representation or warranty of Transferor the Purchaser contained in this Agreement as if the same were made on or as of at the date of such event, transaction or circumstance or would cause any condition set forth circumstance. The Purchaser also will notify the Seller and the Founders promptly in Article XI writing of, and will use all commercially reasonable efforts to fail to be satisfied as of cure, before the Closing, any violation or breach of any representation, warranty, covenant or agreement made by the Purchaser in this Agreement, whether occurring or arising before, on or after the date of this Agreement. Notice No notice given pursuant to this Section 8.03 that relates to facts existing or circumstances occurring prior to the date of this Agreement 5.02 shall not cure or otherwise have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein nor or shall such notice in any way limit Acquirorthe Seller’s right to seek indemnity under Article XIV. Notice given pursuant to this Section 8.03 with respect to matters first occurring after the date of this Agreement shall not cure or otherwise have any effect on any representations, warranties, covenants, or agreements for purposes of determining whether the conditions of Section 11.02(c) have been satisfied or whether Acquiror has the right to terminate this Agreement pursuant to Section 13.01, but shall cure the related breach of any representation or warranty for all other purposes under this AgreementArticle10.

Notice and Cure. From Owner and after the date of this Agreement until the Closing, Transferor Companies will notify Acquiror Purchaser promptly in writing of, and contemporaneously will provide Acquiror Purchaser with true and complete copies of any and all information or documents relating to, and will use all commercially reasonable efforts to curecure before the Closing, any event, transaction or circumstance occurring after the date of this Agreement that causes or will cause any covenant or agreement of Transferor Owner or the Companies under this Agreement to be breached, breached or that renders or will render untrue any representation or warranty of Transferor Owner or the Companies contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance or would cause any condition set forth circumstance. Owner and the Companies also will notify Purchaser promptly in Article XI writing of, and will use all commercially reasonable efforts to fail to be satisfied as of cure, before the Closing, any violation or breach of any representation, warranty, covenant or agreement made by Owner or the Companies in this Agreement, whether occurring or arising before, on or after the date of this Agreement. Notice No notice given pursuant to this Section 8.03 that relates to facts existing or circumstances occurring prior to the date of this Agreement shall not cure or otherwise have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein nor or shall such notice in any way limit Acquirorthe Purchaser’s right to seek indemnity under Article XIV. Notice given pursuant to this Section 8.03 with respect to matters first occurring after the date of this Agreement shall not cure or otherwise have any effect on any representations, warranties, covenants, or agreements for purposes of determining whether the conditions of Section 11.02(c) have been satisfied or whether Acquiror has the right to terminate this Agreement pursuant to Section 13.01, but shall cure the related breach of any representation or warranty for all other purposes under this Agreement9.

Notice and Cure. From and after the date of this Agreement until the Closing, Transferor Purchaser will notify Acquiror promptly Sellers in writing of, and contemporaneously will provide Acquiror Sellers with true and complete copies of any and all information or documents relating to, and will use all commercially reasonable efforts to curecure before the Closing, any event, transaction or circumstance circumstance, as soon as practicable after it becomes known to Purchaser, occurring after the date of this Agreement that causes or will cause any covenant or agreement of Transferor Purchaser under this Agreement to be breached, breached or that renders or will render untrue any representation or warranty of Transferor Purchaser contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance or would cause any condition set forth circumstance. Purchaser also will notify Sellers in Article XI writing of, and will use all commercially reasonable efforts to fail to be satisfied as of cure, before the Closing, any violation or breach, as soon as practicable after it becomes known to Purchaser, of any representation, warranty, covenant or agreement made by Purchaser in this Agreement, whether occurring or arising before, on or after the date of this Agreement. Notice No notice given pursuant to this Section 8.03 that relates to facts existing or circumstances occurring prior to the date of this Agreement shall not cure or otherwise have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein nor or shall such notice in any way limit Acquiror’s Sellers' right to seek indemnity under Article XIV. Notice given pursuant to this Section 8.03 with respect to matters first occurring after the date of this Agreement shall not cure or otherwise have any effect on any representations, warranties, covenants, or agreements for purposes of determining whether the conditions of Section 11.02(c) have been satisfied or whether Acquiror has the right to terminate this Agreement pursuant to Section 13.01, but shall cure the related breach of any representation or warranty for all other purposes under this Agreement.X.

Notice and Cure. From and after the date of this Agreement until the Closing, Transferor Purchaser will notify Acquiror promptly Seller in writing of, and contemporaneously will provide Acquiror Seller with true and complete copies of any and all information or documents relating to, and will use all commercially reasonable efforts to curecure before the Closing, any event, transaction or circumstance circumstance, as soon as practicable after it becomes known, or reasonably should have become known, to Purchaser, occurring after the date of this Agreement Agreement, that causes or will cause any covenant or agreement of Transferor Purchaser under this Agreement to be breached, breached or that renders or will render untrue any representation or warranty of Transferor Purchaser contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance or would cause any condition set forth circumstance. Purchaser also will notify Seller in Article XI writing of, and will use all commercially reasonable efforts to fail to be satisfied as of cure, before the Closing, any violation or breach, as soon as practicable after it becomes known, or reasonably should have become known, to Purchaser, of any representation, warranty, covenant or agreement made by Purchaser in this Agreement, whether occurring or arising before, on or after the date of this Agreement. Notice No notice given pursuant to this Section 8.03 that relates to facts existing or circumstances occurring prior to the date of this Agreement shall not cure or otherwise have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein nor or shall such notice in any way limit Acquiror’s Seller's right to seek indemnity under Article XIV. Notice given pursuant to this Section 8.03 with respect to matters first occurring after the date of this Agreement shall not cure or otherwise have any effect on any representations, warranties, covenants, or agreements for purposes of determining whether the conditions of Section 11.02(c) have been satisfied or whether Acquiror has the right to terminate this Agreement pursuant to Section 13.01, but shall cure the related breach of any representation or warranty for all other purposes under this Agreement.X.

Notice and Cure. From and after the date of this Agreement until the Closing, Transferor Servatron will notify Acquiror promptly ITRON in writing of, and contemporaneously will provide Acquiror ITRON with true and complete copies of any and all information or documents relating to, and will use all commercially reasonable efforts to curecure before the Closing, any event, transaction or circumstance circumstance, as soon as practicable after it becomes Known to Servatron, occurring after the date of this Agreement that causes or will cause any covenant or agreement of Transferor Servatron under this Agreement to be breached, breached or that renders or will render untrue any representation or warranty of Transferor Servatron contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance or would cause any condition set forth circumstance. Servatron also will notify ITRON in Article XI writing of, and will use all commercially reasonable efforts to fail to be satisfied as of cure, before the Closing, any violation or breach, as soon as practicable after it becomes Known to Servatron, of any representation, warranties, covenant or agreement made by Servatron in this Agreement, whether occurring or arising before, on or after the date of this Agreement. Notice No notice given pursuant to this Section 8.03 that relates to facts existing or circumstances occurring prior to the date of this Agreement shall not cure or otherwise have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein nor or shall such notice in any way limit Acquiror’s ITRON's right to seek indemnity under Article XIV. Notice given pursuant to this Section 8.03 with respect to matters first occurring after the date of this Agreement shall not cure or otherwise have any effect on any representations, warranties, covenants, or agreements for purposes of determining whether the conditions of Section 11.02(c) have been satisfied or whether Acquiror has the right to terminate this Agreement pursuant to Section 13.01, but shall cure the related breach of any representation or warranty for all other purposes under this Agreement.X.

Notice and Cure. From and after the date of this Agreement until the Closing, Transferor Buyer will notify Acquiror promptly Stockholder in writing of, and contemporaneously will provide Acquiror Stockholder with true and complete copies of any and all information or documents relating to, and will use all commercially reasonable efforts to curecure before the Closing, as soon as practicable after it becomes known to Buyer, any event, transaction or 28 circumstance occurring after the date of this Agreement hereof and prior to the Closing that causes or will cause any covenant or agreement of Transferor Buyer under this Agreement to be breached, breached or that renders or will render untrue in any material respect any representation or warranty of Transferor Buyer contained in this Agreement as if the same were made on or as of the date of such event, transaction or circumstance or would cause any condition set forth circumstance. Buyer also will notify Stockholder in Article XI writing of, and will use all commercially reasonable efforts to fail to be satisfied as of cure before the Closing, as soon as practicable after it becomes known to Buyer, any other violation or breach of any representation, warranty, covenant or agreement made by Buyer in this Agreement, whether occurring or arising prior to, on or after the date of this Agreement. Notice No notice given pursuant to this Section 8.03 that relates to facts existing or circumstances occurring prior to the date of this Agreement 6.3 shall not cure or otherwise have any effect on the representations, warranties, covenants or agreements contained in this Agreement for purposes of determining satisfaction of any condition contained herein nor shall such notice in any way limit Acquiror’s right to seek indemnity under Article XIV. Notice given pursuant to this Section 8.03 with respect to matters first occurring after the date of this Agreement shall not cure or otherwise have any effect on any representations, warranties, covenants, or agreements for purposes of determining whether the conditions of Section 11.02(c) have been satisfied or whether Acquiror has the right to terminate this Agreement pursuant to Section 13.01, but shall cure the related breach of any representation or warranty for all other purposes under this Agreementherein.