Certain Matter Regarding Materiality Sample Clauses
The 'Certain Matter Regarding Materiality' clause defines how materiality qualifiers are treated within the agreement, often clarifying whether references to materiality should be disregarded for specific purposes, such as indemnification or determining breaches. In practice, this clause may state that when assessing whether a representation or warranty has been breached, or when calculating damages, any materiality or similar qualifiers are to be ignored, ensuring a more objective or consistent standard. Its core function is to prevent parties from disputing the significance of a breach based on subjective materiality thresholds, thereby streamlining enforcement and reducing ambiguity.
Certain Matter Regarding Materiality. To the extent that any representation, warranty, covenant or other undertaking of the Borrower in this Agreement is qualified by reference to those which are not reasonably expected to have a “Material Adverse Effect” or language of similar import, no inference shall be drawn therefrom that any Administrative Agent or any Lender has knowledge or approves of any noncompliance by the Borrower with any Governmental Rule, as in effect from time to time.
Certain Matter Regarding Materiality. To the extent that any representation, warranty, covenant or other undertaking of an Obligor in this Agreement or any other Finance Document is qualified by reference to those which are not reasonably expected to result in a “material adverse effect” or language of similar import, no inference shall be drawn therefrom that any Agent or any Lender or any other Credit Party has knowledge or approves of any noncompliance by such Obligor with any governmental rule.