Common use of Materiality Qualifiers Clause in Contracts

Materiality Qualifiers. Notwithstanding anything to the contrary contained herein, for purposes of determining (a) whether a breach of a representation or warranty exists for purposes of this Agreement, (b) the amount of Losses arising from such a breach for which the Purchaser Indemnified Parties or the Seller Indemnified Parties are entitled to indemnification under this Agreement and (c) whether the Per Claim Threshold or the Indemnification Deductible has been exceeded, each representation and warranty contained in this Agreement shall be read without giving effect to any qualification that is based on materiality, including the words “material”, “Material Adverse Change”, “material adverse effect”, “in any material respect” and other uses of the word “material” or words of similar meaning (and shall be treated as if such words were deleted from such representation or warranty).

Materiality Qualifiers. Notwithstanding anything to the contrary contained herein, for For purposes of determining (a) whether a breach of a representation or warranty exists for purposes of this AgreementSection 5.2(a)(i) or Section 5.3(a), (b) the amount of Losses Adverse Consequences arising from such a breach for which the Purchaser Buyer Indemnified Parties or the Seller Indemnified Parties are entitled to indemnification under this Agreement and (c) whether the Per Claim Threshold or the Indemnification Deductible has Threshold have been exceeded, each representation and warranty contained in this Agreement shall be read without giving effect to any qualification that is based on materiality, including the words “material”, “Material Adverse Change”, “material adverse effect”, “in any material respect” and other uses of the word “material” or words of similar meaning (and shall be treated as if such words were deleted from such representation or warranty).

Materiality Qualifiers. Notwithstanding anything to the contrary contained herein, for purposes of determining (a) whether a breach of a representation or warranty exists for purposes of this Agreement, (b) the amount of Losses Damages arising from such a breach for which the Purchaser Buyer Indemnified Parties or the Seller Indemnified Parties are entitled to indemnification under this Agreement and (c) whether the Per Claim Threshold Amount or the Indemnification Deductible Indemnity Cap has been exceeded, each such representation and warranty contained in this Agreement shall be read without giving effect to any qualification that is based on materiality, including the words “material”, ,” “Material Adverse Effect,” “Material Adverse Change”, “material adverse effect”, ,” “in any material respect” and other uses of the word “material” or words of similar meaning (and shall be treated as if such words were deleted from such representation or warranty).

Materiality Qualifiers. Notwithstanding anything to the contrary contained herein, for purposes of determining (a) whether a breach of a representation or warranty exists for purposes of this AgreementAgreement or any certificate delivered pursuant to this Agreement (except as set forth on Schedule 9.5(a)), and (b) the amount of Losses arising from such a breach for which the Purchaser Indemnified Parties or the Seller Indemnified Parties are entitled to indemnification under this Agreement and (c) whether the Per Claim Threshold or the Indemnification Deductible has been exceededAgreement, each such representation and warranty contained warranty, other than in this Agreement Section 3.8(b), shall be read without giving effect to any qualification that is based on materiality, including the words “material”, ,” “Company Material Adverse Change”, “material adverse effect”, Effect,” “in any material respect” and other uses of the word “material” or words of similar meaning (and shall be treated as if such words were deleted from such representation or warranty); provided, however, that for purposes of the definition of “Material Contracts” the word “material” shall not be read out of such definition.

Materiality Qualifiers. Notwithstanding anything to the contrary contained herein, for purposes of determining (a) whether a breach of a representation or warranty exists for purposes of this Agreement, (b) the amount of Losses Adverse Consequences arising from such a breach for which the Purchaser Buyer Indemnified Parties or the Seller Indemnified Parties are entitled to indemnification under this Agreement and (c) whether the Per Claim Threshold Deductible or the Indemnification Deductible has been exceeded, each representation and warranty contained in this Agreement shall be read without giving effect to any qualification that is based on materiality, including the words “material”, “Material Adverse Change”, “material adverse effectEffect”, “in any material respect” and other uses of the word “material” or words of similar meaning (and shall be treated as if such words were deleted from such representation or warranty).