Interpretation of Representations and Warranties. Notwithstanding anything in this Agreement or the Ancillary Agreements to the contrary, no representation or warranty contained herein shall affect the interpretation or limit the application of any other representation or warranty contained herein or in the Ancillary Agreements.
Interpretation of Representations and Warranties. Each representation and warranty made in this Agreement or pursuant hereto is independent of all other representations and warranties made by the same parties, whether or not covering related or similar matters, and must be independently and separately satisfied. Exceptions or qualifications to any such representation or warranty shall qualify, and shall be exceptions to, any other representation or warranty.
Interpretation of Representations and Warranties. For the purposes of this Article 7, each representation or warranty in this Agreement or any Ancillary Agreement delivered pursuant hereto or thereto shall be interpreted without reference or giving effect to any materiality qualification or limitation set forth in such representation and warranty, including the terms “material,” “materiality,” “in all material respects,” “Material Adverse Effect” (which instead shall be read as any adverse effect), “material adverse change,” “immaterial” or “materially” for the purposes of determining both the existence of a breach of such representation or warranty and the amount of Losses resulting from such breach of such representation or warranty.
Interpretation of Representations and Warranties. The failure of any event or occurrence to constitute a breach of any one of Seller's representations or warranties contained herein or in the Interim Servicing Agreement shall not, by and of itself, prevent such event or occurrence from constituting a breach of any other representation or warranty of Seller. Without limiting the foregoing, if a representation or warranty specifically related to a particular issue is not breached by the occurrence of an event as to which a loss is incurred, a breach and the related indemnity protection therefor shall exist hereunder if a general representation and warranty (for instance, a representation regarding compliance with Applicable Requirements) would be breached by such occurrence.
Interpretation of Representations and Warranties. Each representation, warranty, covenant and agreement contained herein is independent of all other representations, warranties, covenants and agreements contained herein and must be independently and separately complied with and satisfied.
Interpretation of Representations and Warranties. For purposes of this Article VIII (including for purposes of determining whether a breach has occurred and for purposes of determining the amount of an indemnification payment under this Article VIII), each representation or warranty in this Agreement will be interpreted without reference or giving effect to any materiality qualification or limitation set forth in such representation and warranty, including the terms “material”, “materially”, “in all material respects” and “Material Adverse Effect” (which instead shall be read as any adverse effect) other than those representations and warranties contained in Section 3.7 or any representation or warranty of Seller requiring a listing of Contracts, assets or properties in any Schedule.
Interpretation of Representations and Warranties. For purposes of determining the amount of an indemnification payment under this Article IX, each representation and warranty in this Agreement will be interpreted without reference or giving effect to any materiality qualification or limitation set forth in such representation or warranty, including the terms “material”, “materially”, “in all material respects” and “Material Adverse Effect” (which instead shall be read as any adverse effect).
Interpretation of Representations and Warranties. Notwithstanding anything in this Agreement to the contrary, for purposes of this Article VIII, if any representation or warranty contained in this Agreement or in any Ancillary Agreement is qualified by materiality, “Material Adverse Effect,” or any other similar qualification, such qualification will be ignored and deemed not included in such representation or warranty for purposes of (a) determining whether there has been a breach of or inaccuracy in such representation or warranty and (b) calculating the amount of Losses resulting from, arising out of, or relating to such breach or inaccuracy.
Interpretation of Representations and Warranties. For purposes of determining the amount of any indemnification payment under this ARTICLE VIII, but not for purposes of determining whether a breach of or inaccuracy in respect of any representation or warranty contained herein has occurred, each representation or warranty in this Agreement or any agreement or certificate delivered pursuant hereto or thereto shall be interpreted without reference or giving effect to any materiality qualification or limitation set forth in such representation and warranty, including the terms “material,” “materiality,” “in all material respects,” “Material Adverse Effect”, “material adverse change,” “immaterial” or “materially.” For avoidance of doubt, with respect to any breaches by or inaccuracies with respect to the Company’s representations and warranties under ARTICLE III or pre-Closing breaches by the Company of any covenants, obligations or agreements of it hereunder, Parent and Merger Sub proceeding to Closing shall in no way limit their right to claim for indemnity for such breaches or inaccuracies prior to Closing.
Interpretation of Representations and Warranties. Notwithstanding the fact the shareholders of the Buyer are involved with the management of this Business prior to Closing, the Buyer has the right to rely fully upon the representations, warranties, covenants and agreements of Xxx and DBR contained in this Agreement or in any document delivered to the Buyer in connection with the transactions contemplated by this Agreement, in strict accordance with the terms of such representations, warranties, covenants and agreements, as they appear in such agreements and documents, including qualifications of such representations, warranties, covenants and agreements as they may appear in such agreement and documents, if any. Each representation, warranty, covenant and agreement contained herein is independent of all other representations, warranties, covenants and agreements contained herein and must be independently and separately complied with and satisfied.
