Common use of Disclosure Letters Clause in Contracts

Disclosure Letters. There may be included in the Seller Disclosure Letter and/or the Acquiror Disclosure Letter items and information that are not “material,” and such inclusion will not be deemed to be an acknowledgment or agreement that any such item or information (or any non-disclosed item or information of comparable or greater significance) is “material,” or to affect the interpretation of such term for purposes of this Agreement. Matters reflected in the Seller Disclosure Letter and Acquiror Disclosure Letter are not necessarily limited to matters required by this Agreement to be disclosed therein. The Seller Disclosure Letter and Acquiror Disclosure Letter set forth items of disclosure with specific reference to the particular Section or subsection of this Agreement to which the information in the Seller Disclosure Letter and Acquiror Disclosure Letter, as applicable, relates; provided, however, that any information set forth in one Section of such disclosure letter will be deemed to apply to each other Section or subsection thereof to which its relevance is reasonably apparent on its face.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Cooper-Standard Holdings Inc.), Transaction Agreement (Kellogg Co), Transaction Agreement (Kellogg Co)

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Disclosure Letters. There may be included in the Seller Entergy Disclosure Letter and/or the Acquiror ITC Disclosure Letter items and information that are not “material,” and such inclusion will shall not be deemed to be an acknowledgment or agreement that any such item or information (or any non-disclosed item or information of comparable or greater significance) is “material,” or to affect the interpretation of such term for purposes of this Agreement. Matters reflected in the Seller Entergy Disclosure Letter and Acquiror ITC Disclosure Letter are not necessarily limited to matters required by this Agreement to be disclosed therein. The Seller Entergy Disclosure Letter and Acquiror ITC Disclosure Letter set forth items of disclosure with specific reference to the particular Section or subsection of this Agreement to which the information in the Seller Entergy Disclosure Letter and Acquiror ITC Disclosure Letter, as applicable, relates; provided, however, that any information set forth in one Section of such disclosure letter will shall be deemed to apply to each other Section or subsection thereof to which its relevance is reasonably apparent on its face.

Appears in 2 contracts

Samples: Merger Agreement (ITC Holdings Corp.), Merger Agreement (Entergy Corp /De/)

Disclosure Letters. There may be included in the Seller Disclosure Letter and/or the Acquiror Disclosure Letter items and information that are not “material,” and such inclusion will not be deemed to be an acknowledgment or agreement that any such item or information (or any non-disclosed item or information of comparable or greater significance) is “material,” or to affect the interpretation of such term for purposes of this Agreement. Matters reflected in the Seller Disclosure Letter and the Acquiror Disclosure Letter are not necessarily limited to matters required by this Agreement to be disclosed therein. The Seller Disclosure Letter and the Acquiror Disclosure Letter set forth items of disclosure with specific reference to the particular Section or subsection of this Agreement to which the information in the Seller Disclosure Letter and or the Acquiror Disclosure Letter, as applicable, relates; provided, however, that any information set forth in one Section of such disclosure letter will be deemed to apply to each other Section or subsection thereof to which its relevance is reasonably apparent on its face.

Appears in 2 contracts

Samples: Transaction Agreement (Inter Parfums Inc), Transaction Agreement

Disclosure Letters. There may be included in the Seller Parent Disclosure Letter and/or or the Acquiror Disclosure Letter items and information that are not “material,” and such inclusion will not be deemed to be an acknowledgment or agreement that any such item or information (or any non-disclosed item or information of comparable or greater significance) is “material,” or to affect the interpretation of such term for purposes of this Agreement. Matters reflected in the Seller Parent Disclosure Letter and the Acquiror Disclosure Letter are not necessarily limited to matters required by this Agreement to be disclosed therein. The Seller Parent Disclosure Letter and the Acquiror Disclosure Letter set forth items of disclosure with specific reference to the particular Section or subsection of this Agreement to which the information in the Seller Parent Disclosure Letter and or the Acquiror Disclosure Letter, as applicable, relates; provided, however, that any information set forth in one Section section of such disclosure letter will be deemed to apply to each other Section section or subsection thereof to which its relevance is reasonably apparent on its face.

Appears in 2 contracts

Samples: Transaction Agreement (Coty Inc.), Transaction Agreement (PROCTER & GAMBLE Co)

Disclosure Letters. There may be included in the Seller Disclosure Letter and/or or the Acquiror Disclosure Letter items and information that are not “material,” and such inclusion will not be deemed to be an acknowledgment or agreement that any such item or information (or any non-disclosed item or information of comparable or greater significance) is “material,” or to affect the interpretation of such term for purposes of this Agreement. Matters reflected in the Seller Disclosure Letter and the Acquiror Disclosure Letter are not necessarily limited to matters required by this Agreement to be disclosed therein. The Seller Disclosure Letter and the Acquiror Disclosure Letter set forth items of disclosure with specific reference to the particular Section or subsection of this Agreement to which the information in the Seller Disclosure Letter and or the Acquiror Disclosure Letter, as applicable, relates; provided, however, that any information set forth in one Section of such disclosure letter will be deemed to apply to each other Section or subsection thereof to which its relevance is reasonably apparent on its face.

Appears in 2 contracts

Samples: Transaction Agreement (Capital Park Holdings Corp.), Transaction Agreement (Equinix Inc)

Disclosure Letters. There may be included in the Seller OPLI Disclosure Letter and/or the Acquiror Company Disclosure Letter items and information that are not “material,” and such inclusion will not be deemed to be an acknowledgment or agreement that any such item or information (or any non-disclosed item or information of comparable or greater significance) is “material,” or to affect the interpretation of such term for purposes of this Agreement. Matters reflected in the Seller OPLI Disclosure Letter and Acquiror the Company Disclosure Letter are not necessarily limited to matters required by this Agreement to be disclosed therein. The Seller OPLI Disclosure Letter and Acquiror the Company Disclosure Letter set forth items of disclosure with specific reference to the particular Section or subsection of this Agreement to which the information in the Seller OPLI Disclosure Letter and Acquiror the Company Disclosure Letter, as applicable, relates; provided, however, that any information set forth in one Section of such disclosure letter will be deemed to apply to each other Section or subsection thereof to which its relevance is reasonably apparent on its face.. EXECUTION COPY

Appears in 1 contract

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

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Disclosure Letters. There may be included in the Seller Entergy Disclosure Letter and/or the Acquiror ITC Disclosure Letter items and information that are not “material,” and such inclusion will shall not be deemed to be an acknowledgment or agreement that any such item or information (or any non-disclosed item or information of comparable or greater significance) is “material,” or to affect the interpretation of such term for purposes of this Agreement. Matters reflected in the Seller Entergy Disclosure Letter and Acquiror ITC Disclosure Letter are not necessarily limited to matters required by this Agreement to be disclosed therein. The Seller Entergy Disclosure Letter and Acquiror ITC Disclosure Letter set forth items of disclosure with specific reference to the particular Section or subsection of this Agreement to which the information in the Seller Entergy Disclosure Letter and Acquiror ITC Disclosure Letter, as applicable, relates; provided, however, that any information set forth in one Section of such disclosure letter will shall be deemed to apply to each other Section or subsection thereof to which its relevance is reasonably apparent on its face.. Exhibit THB-4 Page 84 of 180

Appears in 1 contract

Samples: Merger Agreement

Disclosure Letters. There may be included in the Seller Dispatch Disclosure Letter and/or or the Acquiror Citadel Disclosure Letter items and information that are not “material,” and such inclusion will not be deemed to be an acknowledgment or agreement that any such item or information (or any non-disclosed item or information of comparable or greater significance) is “material,” or to affect the interpretation of such term for purposes of this Agreement. Matters reflected in the Seller Dispatch Disclosure Letter and Acquiror the Citadel Disclosure Letter are not necessarily limited to matters required by this Agreement to be disclosed therein. The Seller Dispatch Disclosure Letter and Acquiror the Citadel Disclosure Letter set forth items of disclosure with specific reference to the particular Section or subsection of this Agreement to which the information in the Seller Dispatch Disclosure Letter and Acquiror or the Citadel Disclosure Letter, as applicable, relates; provided, however, that any information set forth in one Section section of such disclosure letter will be deemed to apply to each other Section section or subsection thereof to which its relevance is reasonably apparent on its face.

Appears in 1 contract

Samples: Transaction Agreement (Capital Product Partners L.P.)

Disclosure Letters. There may be included in the Seller Parent Disclosure Letter and/or the Acquiror RMT Partner Disclosure Letter items and information that are not “material,” and such inclusion will not be deemed to be an acknowledgment or agreement that any such item or information (or any non-disclosed item or information of comparable or greater significance) is “material,” or to affect the interpretation of such term for purposes of this Agreement. Matters reflected in the Seller Parent Disclosure Letter and Acquiror RMT Partner Disclosure Letter are not necessarily limited to matters required by this Agreement to be disclosed therein. The Seller Parent Disclosure Letter and Acquiror RMT Partner Disclosure Letter set forth items of disclosure with specific reference to the particular Section or subsection of this Agreement to which the information in the Seller Parent Disclosure Letter and Acquiror RMT Partner Disclosure Letter, as applicable, relates; provided, however, that any information set forth in one Section of such disclosure letter will be deemed to apply to each other Section or subsection thereof to which its relevance is reasonably apparent on its face.

Appears in 1 contract

Samples: Transaction Agreement (Smucker J M Co)

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