Common use of Accuracy at Signing Clause in Contracts

Accuracy at Signing. Each of the representations and warranties made by the Company in this Agreement shall have been accurate in all material respects as of the date of this Agreement, other than representations and warranties which by their terms are made as of a specific earlier date, which shall have been accurate in all material respects as of such earlier date; provided, however, that for purposes of determining the accuracy of such representations and warranties as of the foregoing dates: (i) for purposes of this section, all materiality, Material Adverse Effect and similar qualifications limiting the scope of such representations and warranties shall be disregarded; and (ii) any update or modification to the Disclosure Schedule made or purported to have been made after the date of this Agreement shall be disregarded, except as specifically provided in Section 4.3(b).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Under Armour, Inc.)

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Accuracy at Signing. Each of the representations and warranties made by the Company in this Agreement shall have been accurate in all material respects as of the date of this Agreement, other than representations and warranties which that are qualified by their terms are made as of by a specific earlier datereference to a “Material Adverse Effect” or other materiality qualifications, or any similar qualifications, contained or incorporated directly or indirectly in such representations and warranties, which representations and warranties as so qualified shall have been accurate be true and correct in all material respects as of such earlier daterespects; provided, however, that for purposes of determining the accuracy of such representations and warranties as of the foregoing dates: (i) for purposes of this section, all materiality, Material Adverse Effect and similar qualifications limiting the scope of such representations and warranties shall be disregarded; and (ii) any update of or modification to the Disclosure Schedule made or purported to have been made on or after the date of this Agreement shall be disregarded, except as specifically provided in Section 4.3(b).

Appears in 1 contract

Samples: Agreement of Merger (Riverbed Technology, Inc.)

Accuracy at Signing. Each of the representations and warranties made by the Company in this Agreement shall have been accurate in all material respects as of the date of this Agreement, other than representations and warranties which by their terms are made as of a specific earlier date, which shall have been accurate in all material respects as of such earlier date; provided, however, that for purposes of determining the accuracy of such representations and warranties as of the foregoing dateswarranties: (i) for purposes of this section, all materiality, Material Adverse Effect and similar materiality qualifications set forth therein limiting the scope of such representations and warranties shall be disregarded; and (ii) any update of or modification to the Disclosure Schedule made or purported to have been made on or after the date of this Agreement shall be disregarded, except as specifically provided in Section 4.3(b).

Appears in 1 contract

Samples: Agreement of Merger (Oclaro, Inc.)

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Accuracy at Signing. Each of the representations and warranties made by the Company in this Agreement shall have been accurate in all material respects as of the date of this Agreement, other than (i) representations and warranties which by their terms are made as of a specific earlier date, which shall have been accurate in all material respects as of such earlier datedate and (ii) representations and warranties which contain materiality, Material Adverse Effect and similar qualifications shall have been accurate in all respects; provided, however, that for purposes of determining the accuracy of such representations and warranties as of the foregoing dates: (i) for purposes of this section, all materiality, Material Adverse Effect and similar qualifications limiting the scope of such representations and warranties shall be disregarded; and (ii) any update of or modification to the Disclosure Schedule made or purported to have been made after the date execution and delivery of this Agreement shall be disregarded, except as specifically provided in Section 4.3(b).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Veracyte, Inc.)

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