Common use of Disclosure Schedule References Clause in Contracts

Disclosure Schedule References. The parties hereto agree that any reference in a particular Section of the Disclosure Schedule shall only be deemed to be an exception to (or, as applicable, a disclosure for purposes of) (i) the representations and warranties (or covenants, as applicable) of the relevant party that are contained in the corresponding Section of this Agreement and (ii) any other representations and warranties of such party that is contained in this Agreement, but only if the relevance of that reference as an exception to (or a disclosure for purposes of) such representations and warranties would be readily apparent to an individual who has read that reference and such representations and warranties.

Appears in 4 contracts

Samples: Share Purchase Agreement (Esports Entertainment Group, Inc.), Stock Purchase Agreement (Esports Entertainment Group, Inc.), Stock Purchase Agreement (Esports Entertainment Group, Inc.)

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Disclosure Schedule References. The parties hereto Parties agree that any reference in a particular Section of the Disclosure Schedule shall only be deemed to be an exception to to, but only to, (or, as applicable, a disclosure for purposes of) (i) the representations and warranties (or covenants, as applicable) of the relevant party Party that are contained in the corresponding Section of this Agreement and (ii) any other representations and warranties of such party Party that is contained in this Agreement, but only if the relevance of that reference as an exception to (or a disclosure for purposes of) such representations and warranties would be readily apparent to an individual who has read that reference and such representations and warranties.

Appears in 3 contracts

Samples: Share Purchase Agreement (The9 LTD), Share Purchase Agreement (The9 LTD), Share Purchase Agreement (IE LTD)

Disclosure Schedule References. The parties hereto agree that any reference in a particular Section of the Company Disclosure Schedule shall only be deemed to be an exception to (or, as applicable, a disclosure for purposes of) (i) the representations and warranties (or covenants, as applicable) of the relevant party that are contained in the corresponding Section of this Agreement and (ii) any other representations and warranties of such party that is contained in this Agreement, but only if the relevance of that reference as an exception to (or a disclosure for purposes of) such representations and warranties would be readily apparent to an individual a reasonable Person who has read that reference and such representations and warranties.

Appears in 3 contracts

Samples: Merger Agreement (Callidus Software Inc), Merger Agreement (Callidus Software Inc), Agreement and Plan of Merger (Callidus Software Inc)

Disclosure Schedule References. The parties hereto agree that any reference in a particular Section of the Company Disclosure Schedule or Parent Disclosure Schedule, as the case may be, shall only be deemed to be an exception to (or, as applicable, a disclosure for purposes of) (i) the representations and warranties (or covenants, as applicable) of the relevant party Party that are contained in the corresponding Section of this Agreement and (ii) any other representations and warranties of such party Party that is contained in this Agreement, but only if the relevance of that reference as an exception to (or a disclosure for purposes of) such representations and warranties would be readily reasonably apparent to an individual who has read that reference and such representations and warranties.

Appears in 2 contracts

Samples: Merger Agreement (Pericom Semiconductor Corp), Merger Agreement (Diodes Inc /Del/)

Disclosure Schedule References. The parties hereto agree that any reference in a particular Section of the Company Disclosure Schedule or Parent Disclosure Schedule, as the case may be, shall only be deemed to be an exception to (or, as applicable, a disclosure for purposes of) (i) the representations and warranties (or covenants, as applicable) of the relevant party that are contained in the corresponding Section of this Agreement and (ii) any other representations and warranties of such party that is contained in this Agreement, but only if the relevance of that reference as an exception to (or a disclosure for purposes of) such representations and warranties would be readily apparent to an individual who has read that reference and such representations and warranties.

Appears in 2 contracts

Samples: Merger Agreement (Occam Networks Inc/De), Merger Agreement (Calix, Inc)

Disclosure Schedule References. The parties hereto agree that any reference in a particular Section of the Company Disclosure Schedule shall only be deemed to be an exception to (or, as applicable, a disclosure for purposes of) (ia) the representations and warranties (or covenants, as applicable) of the relevant party that are contained in the corresponding Section of this Agreement and (iib) any other representations and warranties of such party that is contained in this Agreement, but only if the relevance of that reference as an exception to (or a disclosure for purposes of) such representations and warranties would be readily apparent to an individual who has read that reference and such representations and warranties.

Appears in 2 contracts

Samples: Merger Agreement (Mellanox Technologies, Ltd.), Merger Agreement

Disclosure Schedule References. The parties Parties hereto agree that any reference in a particular Section of the Disclosure Schedule shall only be deemed to be an exception to (to, or, as applicable, a disclosure for purposes of) : (ia) the representations and warranties (or covenants, as applicable) of the relevant party Sellers that are contained in the corresponding Section of this Agreement and (iib) any other representations and warranties of such party Sellers that is contained in this Agreement, but only if the relevance of that reference as an exception to (or a disclosure for purposes of) such representations and warranties would be readily reasonably apparent to an individual who has read that reference and such representations and warranties.

Appears in 2 contracts

Samples: Master Purchase Agreement, Master Purchase Agreement (Camtek LTD)

Disclosure Schedule References. The parties hereto Parties agree that any reference in a particular Section of the Disclosure Schedule shall only be deemed to be an exception to (or, as applicable, a disclosure for purposes of) (i) the representations and warranties (or covenants, as applicable) of the relevant party Party that are contained in the corresponding Section of this Agreement and (ii) any other representations and warranties of such party Party that is contained in this Agreement, but only if the relevance of that reference as an exception to (or a disclosure for purposes of) such representations and warranties would be readily apparent to an individual who has read that reference and such representations and warranties.

Appears in 2 contracts

Samples: Equity Purchase Agreement (Esports Entertainment Group, Inc.), Equity Purchase Agreement (Esports Entertainment Group, Inc.)

Disclosure Schedule References. The parties hereto agree that any reference in a particular Section of the Company Disclosure Schedule shall only be deemed to be an exception to (or, as applicable, a disclosure for purposes of) (i) the representations and warranties (or covenants, as applicable) of the relevant party that are contained in the corresponding Section of this Agreement and (ii) any other representations and warranties of such party that is contained in this Agreement, but only if the relevance of that reference as an exception to (or a disclosure for purposes of) such representations and warranties would be readily apparent to an individual who has read that reference and such representations and warranties.

Appears in 1 contract

Samples: Merger Agreement (Eresearchtechnology Inc /De/)

Disclosure Schedule References. The parties hereto agree that any reference in a particular Section of the Company Disclosure Schedule or the Buyer and Merger Sub Disclosure Schedule shall only be deemed to be an exception to (or, as applicable, a disclosure for purposes of) (i) the representations and warranties (or covenants, as applicable) of the relevant party that are contained in the corresponding Section of this Agreement and (ii) any other representations and warranties of such party that is contained in this Agreement, but only if the relevance of that reference as an exception to (or a disclosure for purposes of) such representations and warranties would be readily apparent to an individual a reasonable Person who has read that reference and such representations and warranties.

Appears in 1 contract

Samples: Merger Agreement (SMART Modular Technologies (WWH), Inc.)

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Disclosure Schedule References. The parties hereto agree that any reference in a particular Section of the Company Disclosure Schedule shall only be deemed to be an exception to (or, as applicable, a disclosure for purposes of) (i) the representations and warranties (or covenants, as applicable) of the relevant party that are contained in the corresponding Section of this Agreement and (ii) any other representations and warranties of such party that is contained in this Agreement, but only if the relevance of that reference as an exception to (or a disclosure for purposes of) such representations and warranties would be readily reasonably apparent to an individual who has read that reference and such representations and warranties.

Appears in 1 contract

Samples: Merger Agreement (Avago Technologies LTD)

Disclosure Schedule References. The parties hereto Parties agree that any reference in a particular Section of the Disclosure Schedule shall only be deemed to be an exception to (or, as applicable, a disclosure for purposes of) (ia) the representations and warranties (or covenants, as applicable) of the relevant party that are contained in the corresponding Section of this Agreement and (iib) any other representations and warranties of such party that is contained in this Agreement, but only if specifically, fairly, accurately and fully disclosed and the relevance of that reference as an exception to (or a disclosure for purposes of) such representations and warranties would be readily apparent to an individual a reasonable person who has read that reference and such representations and warranties.

Appears in 1 contract

Samples: Master Business Transfer Agreement (Zynga Inc)

Disclosure Schedule References. The parties hereto agree that that, unless otherwise expressly provided therein, any reference in a particular Section section of the Disclosure Schedule shall only be deemed to be an exception to (or, as applicable, a disclosure for purposes of) (i) the representations and warranties (or covenants, as applicable) of the relevant party that are contained in the corresponding Section of this Agreement and (ii) any other representations and warranties of such party that is contained in this Agreement, but only if the relevance of that reference as an exception to (or a disclosure for purposes of) such representations and warranties would be readily apparent on its face to an individual who has read that reference and such representations and warrantiesa reasonable person.

Appears in 1 contract

Samples: Draft Agreement (Nuance Communications, Inc.)

Disclosure Schedule References. The parties hereto agree that any reference in a particular Section of the Company Disclosure Schedule shall only be deemed to be an exception to (or, as applicable, a disclosure for purposes of) : (i) the representations and warranties (or covenants, as applicable) of the relevant party that are contained in the corresponding Section of this Agreement Agreement; and (ii) any other representations and warranties of such party that is contained in this Agreement, but only if the relevance of that reference as an exception to (or a disclosure for purposes of) such representations and warranties would be readily apparent to an individual who has read that reference and such representations and warranties.

Appears in 1 contract

Samples: Arrangement Agreement (Thompson Creek Metals CO Inc.)

Disclosure Schedule References. The parties hereto agree that any reference in a particular Section of the Disclosure Schedule shall only be deemed to be an exception to (or, as applicable, a disclosure for purposes of) (i) the representations and warranties (or covenants, as applicable) of the relevant party that are contained in the corresponding Section of this Agreement and (ii) any other representations and warranties of such party that is contained in this Agreement, but only if the relevance of that reference as an exception to (or a disclosure for purposes of) such representations and warranties would be readily reasonably apparent to an individual who has read that reference and such representations and warranties.

Appears in 1 contract

Samples: Securities Purchase Agreement (Directview Holdings Inc)

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