Disclosure Schedules. The inclusion of any information (including dollar amounts) in any section of any schedule required by this Agreement (the “Disclosure Schedules”) shall not be deemed to be an admission or acknowledgment by the disclosing party or any other Party that such information is required to be listed on such section of the relevant Disclosure Schedule (except to the extent required to be listed on such section of the relevant Disclosure Schedule pursuant to this Agreement) or is material to or outside the ordinary course of the business of the applicable Person to which such disclosure relates. Each disclosure item set forth in the Disclosure Schedules shall relate only to the specific Section of the Agreement that corresponds to the number of such Schedule and to any other Section of this Agreement to which it is reasonably apparent on the face of such disclosure that such disclosure relates. The information contained in this Agreement, the Exhibits hereto and the Disclosure Schedules is disclosed solely for purposes of this Agreement, and no information contained herein or therein shall be deemed to be an admission by any Party hereto to any Third Party of any matter whatsoever (including any violation of Law or breach of contract).
Appears in 6 contracts
Samples: Purchase Agreement (USA Compression Holdings, LLC), Contribution Agreement (USA Compression Partners, LP), Purchase Agreement (Energy Transfer Partners, L.P.)
Disclosure Schedules. The inclusion of any information (including dollar amounts) in any section of any schedule required by this Agreement (the “Disclosure Schedules”) shall not be deemed to be an admission or acknowledgment by the disclosing party or any other Party that such information is required to be listed on such section of the relevant Disclosure Schedule (except to the extent required to be listed on such section of the relevant Disclosure Schedule pursuant to this Agreement) or is material to or outside the ordinary course of the business of the applicable Person to which such disclosure relates. Each disclosure item set forth in the Disclosure Schedules shall relate only to the specific Section of the Agreement that corresponds to the number of such Schedule and to any other Section of this Agreement to which it is reasonably apparent on the face of such disclosure that such disclosure relates. The information contained in this Agreement, the Exhibits hereto and the Disclosure Schedules is disclosed solely for purposes of this Agreement, and no information contained herein or therein shall be deemed to be an admission by any Party hereto to any Third Party of any matter whatsoever (including any violation of Law a legal requirement or breach of contract).
Appears in 6 contracts
Samples: Purchase Agreement (Global Infrastructure Investors II, LLC), Purchase Agreement (Williams Companies Inc), Purchase Agreement (Williams Companies Inc)
Disclosure Schedules. The Except as set forth in this Agreement, the inclusion of any information (including dollar amounts) in any section of any schedule required by this Agreement (the “Disclosure Schedules”) Schedules shall not be deemed to be an admission or acknowledgment by the disclosing party or any other Party that such information is required to be listed on such section of the relevant Disclosure Schedule (except to the extent required to be listed on such section of the relevant Disclosure Schedule pursuant to this Agreement) schedule or is material to or outside the ordinary course Ordinary Course of the business Business of the applicable Person to which such disclosure relates. Each disclosure item set forth in the Disclosure Schedules shall relate only to the specific Section of the Agreement that corresponds to the number of such Schedule and to any other Section of this Agreement to which it is reasonably apparent on the face of such disclosure that such disclosure relatesPerson. The information contained in this Agreement, the Exhibits exhibits hereto and the Disclosure Schedules is disclosed solely for purposes of this Agreement, and no information contained herein or therein shall be deemed to be an admission by any Party hereto to any Third Party third party of any matter whatsoever (including any violation of any Law or breach of contract). Unless the context otherwise requires, all capitalized terms used in the Disclosure Schedules shall have the respective meanings assigned in this Agreement. The Disclosure Schedules set forth items of disclosure with specific reference to the particular Section or subsection of this Agreement to which the information in the Disclosure Schedules relates; provided, however, that any information set forth in one Section of the Disclosure Schedules will be deemed to apply to each other section or subsection thereof to which its relevance is reasonably apparent on its face.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Adams Resources & Energy, Inc.), Asset Purchase Agreement, Asset Purchase Agreement
Disclosure Schedules. The inclusion of any information (including dollar amounts) in any section of any schedule required by this Agreement (the “Disclosure Schedules”) shall not be deemed to be an admission or acknowledgment by the disclosing party or any other Party that such information is required to be listed on such section of the relevant Disclosure Schedule (except to the extent required to be listed on such section of the relevant Disclosure Schedule pursuant to this Agreement) or is material to or outside the ordinary course of the business of the applicable Person to which such disclosure relates. Each disclosure item set forth in the Disclosure Schedules shall relate only to the specific Section of the Agreement that corresponds to the number of such Schedule and to any other Section of this Agreement to which it is reasonably apparent on the face of such disclosure that such disclosure relates. The information contained in this Agreement, the Exhibits hereto and the Disclosure Schedules attached hereto is disclosed solely for purposes of this Agreement, and no information contained set forth herein or therein shall be deemed to be an admission by any Party party hereto to any Third Party third party of any matter whatsoever (including any violation of Law or breach of contractContract). Notwithstanding anything to the contrary set forth in the Disclosure Schedules or in this Agreement, the information and disclosures set forth in any section of the Disclosure Schedules shall be deemed to be disclosed and incorporated by reference in any other section of the Disclosure Schedules as though fully set forth in such section of the Disclosure Schedules for which applicability of such information and disclosure is reasonably apparent on its face to an independent third party that such item is applicable to such other section. The fact that any item of information is disclosed in any section of the Disclosure Schedules shall not be construed to mean that such information is required to be disclosed by this Agreement. Such information and the dollar thresholds set forth herein shall not be used as a basis for interpreting the terms “material” or “Material Adverse Effect” or other similar terms in this Agreement.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Orthopediatrics Corp), Asset Purchase Agreement (Olympic Steel Inc), Asset Purchase Agreement (Orthopediatrics Corp)
Disclosure Schedules. The Except as set forth in this Agreement, the inclusion of any information (including dollar amounts) in any section of any schedule required by this Agreement (the “Disclosure Schedules”) Schedules shall not be deemed to be an admission or acknowledgment by the disclosing party or any other Party that such information is required to be listed on such section of the relevant Disclosure Schedule (except to the extent required to be listed on such section of the relevant Disclosure Schedule pursuant to this Agreement) schedule or is material to or outside the ordinary course Ordinary Course of the business Business of the applicable Person to which such disclosure relates. Each disclosure item set forth in the Disclosure Schedules shall relate only to the specific Section of the Agreement that corresponds to the number of such Schedule and to any other Section of this Agreement to which it is reasonably apparent on the face of such disclosure that such disclosure relatesPerson. The information contained in this Agreement, the Exhibits exhibits hereto and the Disclosure Schedules is disclosed solely for purposes of this Agreement, and no information contained herein or therein shall be deemed to be an admission by any Party hereto to any Third Party third party of any matter whatsoever (including any violation of any Law or breach of contract). Unless the context otherwise requires, all capitalized terms used in the Disclosure Schedules shall have the respective meanings assigned in this Agreement. The Disclosure Schedules set forth items of disclosure with specific reference to the particular Section or subsection of this Agreement to which the information in the Disclosure Schedules relates; provided, however, that any information set forth in any of the Disclosure Schedules will be deemed to apply to each other section or subsection thereof to which its relevance is reasonably apparent on its face. Except as provided in Section 2.5(a), or as otherwise expressly provided in this Agreement, the Disclosure Schedules cannot be amended or modified without the mutual consent of the Parties, in writing.
Appears in 3 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (American Virtual Cloud Technologies, Inc.), Asset Purchase Agreement (American Virtual Cloud Technologies, Inc.)
Disclosure Schedules. The inclusion of any information (including dollar amounts) in any section of any schedule required delivered by Sellers to Acquirors in connection with this Agreement (the “Disclosure Schedules”) shall not be deemed to be an admission or acknowledgment by the disclosing party or any other Party Sellers that such information is required to be listed on such section of the relevant Disclosure Schedule (except to the extent required to be listed on this Agreement expressly states that such applicable section of the relevant Disclosure Schedule pursuant Schedules is required to this Agreementinclude such information) or is material to or outside the ordinary course of the business of the applicable Person to which such disclosure relates. Each disclosure item set forth in the Disclosure Schedules shall relate only to the specific Section of the Agreement that corresponds to the number of such Schedule and to any other Section of this Agreement to which it is reasonably apparent on the face of such disclosure that such disclosure relates. The information contained in this Agreement, the Exhibits hereto and the Disclosure Schedules is disclosed solely for purposes of this Agreement, and no information contained herein or therein shall be deemed to be an admission by any Party hereto to any Third Party of any matter whatsoever (including any violation of Law or breach of contract).
Appears in 3 contracts
Samples: Purchase Agreement (Tallgrass KC, LLC), Purchase Agreement (Kelso GP VIII, LLC), Purchase Agreement (Tallgrass Holdings, LLC)
Disclosure Schedules. The inclusion of any information (including dollar amounts) in any section of any schedule required by this Agreement (the “Contributor Disclosure Schedules”) Schedules or the Partnership Disclosure Schedules shall not be deemed to be an admission or acknowledgment by the disclosing party or any other a Party that such information is required to be listed on such section of the relevant Contributor Disclosure Schedule (except to Schedules or the extent required to be listed on such section of the relevant Partnership Disclosure Schedule pursuant to this Agreement) Schedules or is material to or outside the ordinary course of the business of such Party or the applicable Person to which such disclosure relates. Each disclosure item set forth in the Disclosure Schedules shall relate only to the specific Section of the Agreement that corresponds to the number of such Schedule and to any other Section of this Agreement to which it is reasonably apparent on the face of such disclosure that such disclosure relates. The information contained in this Agreement, the Exhibits hereto and the Disclosure Schedules is disclosed solely for purposes of this Agreement, and no information contained herein in this Agreement, the Exhibits or therein the Schedules shall be deemed to be an admission by any Party hereto to any Third Party third Person of any matter whatsoever (including any violation of Law a legal requirement or breach of contract). The disclosure contained in any section of a disclosure schedule may be incorporated by reference into any other disclosure schedule section contained therein, and shall be deemed to have been so incorporated into any other disclosure schedule section so long as it is readily apparent that the disclosure is applicable to such other disclosure schedule.
Appears in 2 contracts
Samples: Contribution Agreement (Azure Midstream Partners, Lp), Contribution Agreement
Disclosure Schedules. The inclusion of any information (including dollar amounts) in any section of any schedule required by this Agreement (the “Disclosure Schedules”) shall not be deemed to be an admission or acknowledgment by the disclosing party or any other Party that such information is required to be listed on such section of the relevant Disclosure Schedule (except to the extent required to be listed on such section of the relevant Disclosure Schedule pursuant to this Agreement) or is material to or outside the ordinary course of the business of the applicable Person to which such disclosure relates. Each disclosure item set forth Disclosure in any section of the Disclosure Schedules shall relate only be deemed to the specific Section of the Agreement that corresponds to the number of such Schedule and be disclosed with respect to any other Section section of this Agreement to which the extent that it is reasonably apparent on the face of such disclosure that such disclosure relatesis applicable notwithstanding the omission of a reference or cross reference thereto. The information contained in this Agreement, the Exhibits hereto and the Disclosure Schedules is disclosed solely for purposes of this Agreement, and no information contained herein or therein shall be deemed to be an admission by any Party hereto to any Third Party of any matter whatsoever (including any violation of Law a legal requirement or breach of contract).
Appears in 2 contracts
Samples: Contribution Agreement (Eagle Rock Energy Partners L P), Contribution Agreement (Regency Energy Partners LP)
Disclosure Schedules. The inclusion of any information (including dollar amounts) in any section of any schedule required delivered by Seller to Acquiror in connection with this Agreement (the “Disclosure Schedules”) shall not be deemed to be an admission or acknowledgment by the disclosing party or any other Party Seller that such information is required to be listed on such section of the relevant Disclosure Schedule (except to the extent required to be listed on this Agreement expressly states that such applicable section of the relevant Disclosure Schedule pursuant Schedules is required to this Agreementinclude such information) or is material to or outside the ordinary course of the business of the applicable Person to which such disclosure relates. Each disclosure item set forth in the Disclosure Schedules shall relate only to the specific Section of the Agreement that corresponds to the number of such Schedule and to any other Section of this Agreement to which it is reasonably apparent on the face of such disclosure that such disclosure relates. The information contained in this Agreement, the Exhibits hereto and the Disclosure Schedules is disclosed solely for purposes of this Agreement, and no information contained herein or therein shall be deemed to be an admission by any Party hereto to any Third Party of any matter whatsoever (including any violation of Law or breach of contract).
Appears in 2 contracts
Samples: Purchase Agreement (Sprague Resources Holdings LLC), Purchase Agreement (HP Bulk Storage Manager, LLC)
Disclosure Schedules. The inclusion of any information (including dollar amounts) in any section of any schedule required by this Agreement the Partnership Disclosure Schedule or the Buyer Parties Disclosure Schedule (collectively, the “Disclosure Schedules”) shall not be deemed to be an admission or acknowledgment acknowledgement by the disclosing party Partnership Parties or any other Party the Buyer Parties, as applicable, that such information is required to be listed on such section of the relevant Disclosure Schedule (except to the extent required to be listed on this Agreement expressly states that such applicable section of the relevant Disclosure Schedule pursuant is required to this Agreementinclude such information) or is material to or outside the ordinary course of the business of the applicable Person to which such disclosure relates. Each disclosure item set forth in the Disclosure Schedules shall relate only to the specific Section of the this Agreement that corresponds to the number of such Disclosure Schedule and to any other Section of this Agreement to which it is reasonably apparent on the face of such disclosure that such disclosure relates. The information contained in this Agreement, the Exhibits hereto Agreement and the Disclosure Schedules is disclosed solely for purposes of this Agreement, and no information contained herein or therein shall be deemed to be an admission by any Party hereto to any Third Party third party of any matter whatsoever (including any violation of Law or breach of contractContract).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Tallgrass Energy, LP)
Disclosure Schedules. The inclusion For all purposes of this Agreement, any information (including dollar amounts) matter that is disclosed in any section a particular Schedule to this Agreement shall be deemed to have been included in the other Disclosure Schedules, notwithstanding the omission of any schedule a cross reference thereto, so long as the relevance of such matter to such other Disclosure Schedules is reasonably apparent on its face. Matters reflected in the Disclosure Schedules are not necessarily limited to matters required by this Agreement (to be set forth on the “Disclosure Schedules”) , and any such additional matters are for informational purposes only and do not necessarily include other matters of a similar nature. Disclosure of any fact or item in any Schedule shall not be deemed to be an admission or acknowledgment by the disclosing party or any other Party necessarily mean that such information is required to be listed on such section of the relevant Disclosure Schedule (except to the extent required to be listed on such section of the relevant Disclosure Schedule pursuant to this Agreement) fact or item is material to the Target Companies individually or outside the ordinary course of the business of the applicable Person to which such disclosure relates. Each disclosure item set forth in the Disclosure Schedules shall relate only to the specific Section of the Agreement that corresponds to the number of such Schedule and to any other Section of this Agreement to which it is reasonably apparent on the face of such disclosure that such disclosure relatestaken as a whole. The information contained in this Agreement, the Exhibits hereto and the Disclosure Schedules is disclosed solely for purposes of this Agreement, and no information contained herein or therein shall be deemed to be an admission by any Party party hereto to any Third Party third party of any matter whatsoever (whatsoever, including any violation of Law or breach of contract)any agreement or obligation.
Appears in 1 contract
Disclosure Schedules. The inclusion of any information (including dollar amounts) in any section of any schedule required delivered by either Party in connection with this Agreement (the “Disclosure Schedules”) shall not be deemed to be an admission or acknowledgment by the disclosing party or any other such Party that such information is required to be listed on such section of the relevant Disclosure Schedule (except to the extent required to be listed on this Agreement expressly states that such applicable section of the relevant Disclosure Schedule pursuant Schedules is required to this Agreementinclude such information) or is material to or outside the ordinary course of the business of the applicable Person to which such disclosure relatesParty. Each disclosure item set forth in the Disclosure Schedules shall relate only to the specific Section of the Agreement that corresponds to the number of such Schedule and to any other Section of this Agreement to which it is reasonably apparent on the face of such disclosure disclosure, without any independent knowledge on the part of the reader regarding the matter disclosed and without the need for reference to any other document, that such disclosure relatesrelates to such other Section of this Agreement. The information contained in this Agreement, the Exhibits hereto and the Disclosure Schedules is disclosed solely for purposes of this Agreement, and no information contained herein or therein shall be deemed to be an admission by any Party hereto to any Third Party third party of any matter whatsoever (including any violation of Law or breach of contract).
Appears in 1 contract
Samples: Securities Purchase Agreement (Moneygram International Inc)
Disclosure Schedules. The inclusion of any information (including dollar amounts) in any section of any schedule required by this Agreement (the “Disclosure Schedules”) shall not be deemed to be an admission or acknowledgment by the disclosing party or any other Party that such information is required to be listed on such section of the relevant Disclosure Schedule (except to the extent required to be listed on such section of the relevant Disclosure Schedule pursuant to this Agreement) or is material to or outside the ordinary course of the business of the applicable Person to which such disclosure relates. Each disclosure item set forth in the Disclosure Schedules shall relate only to the specific Section of the Agreement that corresponds to the number of such Schedule and to any other Section of this Agreement to which it is reasonably apparent on the face of such disclosure that such disclosure relates. The information contained in this Agreement, the Exhibits hereto and the Disclosure Schedules attached hereto is disclosed solely for purposes of this Agreement, and no information contained set forth herein or therein shall be deemed to be an admission by any Party hereto to any Third Party third party of any matter whatsoever (including any violation of Law or breach of contractContract). Notwithstanding anything to the contrary set forth in the Disclosure Schedules or in this Agreement, the information and disclosures set forth in any section of the Disclosure Schedules shall be deemed to be disclosed and incorporated by reference in any other section of the Disclosure Schedules as though fully set forth in such section of the Disclosure Schedules for which applicability of such information and disclosure is reasonably apparent on its face to an independent third party that such item is applicable to such other section. The fact that any item of information is disclosed in any section of the Disclosure Schedules shall not be construed to mean that such information is required to be disclosed by this Agreement. Such information and the dollar thresholds set forth herein shall not be used as a basis for interpreting the terms “material” or “Material Adverse Effect” or other similar terms in this Agreement.
Appears in 1 contract
Disclosure Schedules. The inclusion of any information (including dollar amounts) in any section of any schedule required by this Agreement (the “Disclosure Schedules”) shall not be deemed to be an admission or acknowledgment by the disclosing party or any other Party that such information is required to be listed on such section of the relevant Disclosure Schedule (except to the extent required to be listed on such section of the relevant Disclosure Schedule pursuant to this Agreement) or is material to or outside the ordinary course Ordinary Course of the business Business of the applicable Person to which such disclosure relates. Each disclosure item set forth in the Disclosure Schedules shall relate only to the specific Section section of the this Agreement that corresponds to the number of such Disclosure Schedule and to any other Section section of this Agreement to which it is reasonably apparent apparent, without additional information, on the face of such disclosure that such disclosure relates. The information contained in this Agreement, the Exhibits hereto and the Disclosure Schedules is disclosed solely for purposes of this Agreement, and no information contained herein or therein shall be deemed to be an admission by any Party hereto to any Third Party of any matter whatsoever (including any violation of Law a legal requirement or breach of contract).
Appears in 1 contract