Common use of Materiality Qualifiers Clause in Contracts

Materiality Qualifiers. For purposes of determining (a) the amount of any Losses arising from a breach of any representation or warranty for which an Indemnified Party is entitled to indemnification under this Article VII or (b) whether a breach of any representation or warranty of any Indemnified Party exists for purposes of this Article VII, the terms “material,” “material adverse effect,” “in all material respects,” and words of similar import shall be disregarded and given no effect.

Materiality Qualifiers. For purposes of determining (a) the amount of any Losses arising from a breach of any representation or warranty for which an Indemnified Party is entitled to indemnification under this Article VII or 9 (b) whether a breach of any representation or warranty of any Indemnified Party exists but not for purposes of determining whether an indemnifiable breach has occurred), all qualifications contained in the representations and warranties contained in this Article VII, the terms Agreement that are based on materiality (including all usages of “material,” “material adverse effect,Material Adverse Effect” “in all material respects,” and words of or similar import shall qualifiers) will be disregarded and given no effectdisregarded.

Materiality Qualifiers. For purposes of determining (ai) whether a breach of any representation or warranty exists for purposes of this Section 11, and (ii) the amount of any Losses Adverse Consequences arising from a breach of any representation or warranty for which an Indemnified Party is entitled to indemnification under this Article VII or (b) whether a breach of any representation or warranty of any Indemnified Party exists for purposes of this Article VIISection 11, the terms “material,” “material adverse effect,Material Adverse Effect” “in all material respects,” and words of similar import shall be disregarded and given no effect.