Common use of Other Indemnification Matters Clause in Contracts

Other Indemnification Matters. For the purposes of determining whether there has been any misrepresentation or breach of a representation or warranty, and for purposes of determining the amount of Losses resulting from any misrepresentation or breach of a representation or warranty, all qualifications or exceptions in any representation or warranty relating to or referring to the terms “material”, “materiality”, “in all material respects”, “Material Adverse Change” or any similar term or phrase shall be disregarded, it being the understanding of the Parties that for purposes of determining liability under this Article 8, the representations and warranties contained in this Agreement shall be read as if such terms and phrases were not included in them.

Appears in 1 contract

Samples: Share Purchase Agreement

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Other Indemnification Matters. (a) For the purposes of this Article 9, in determining whether there has been any misrepresentation or breach of of, or inaccuracy in, a representation or warranty, and for purposes of in determining the amount of Losses resulting from any misrepresentation or breach of a representation or warrantytherefrom, all qualifications or exceptions in any representation or warranty relating to or referring to the terms “material”, “materiality”, “in all material respects”, “Material Adverse Changematerial adverse effect” or any similar term or phrase shall be disregarded, it being the understanding of the Parties understood and agreed that for purposes of determining liability under this Article 89, the representations and warranties contained in this Agreement shall be read as if such terms and phrases were not included in them.

Appears in 1 contract

Samples: Unit Purchase Agreement (Malibu Boats, Inc.)

Other Indemnification Matters. For the purposes of determining (a) whether there has been any misrepresentation inaccuracy in or breach of a any representation or warranty, warranty and for purposes of determining (b) the amount of Losses resulting from any misrepresentation such inaccuracy in or breach of a any representation or warranty, all qualifications or exceptions in any representation or warranty relating to or referring to the terms “material”, “materiality”, “in all material respects”, “Material Adverse Change” or any similar term or phrase shall be disregarded, it being the understanding of the Parties that for purposes of determining liability under this Article ARTICLE 8, the representations and warranties contained in this Agreement shall be read as if such terms and phrases were not included in them.

Appears in 1 contract

Samples: Share Purchase Agreement (GTY Technology Holdings Inc.)

Other Indemnification Matters. For the purposes of determining (i) whether there has been any misrepresentation inaccuracy in or breach of a any representation or warranty, and for purposes of determining warranty (ii) the amount of Losses resulting from any misrepresentation such inaccuracy in or breach of a any representation or warranty, all qualifications or exceptions in any representation or warranty relating to or referring to the terms “material”, “materiality”, “in all material respects”, “Material Adverse ChangeEffect” or any similar term or phrase shall be disregarded, it being the understanding of the Parties that for purposes of determining liability under this Article 8, the representations and warranties contained in this Agreement shall be read as if such terms and phrases were not included in them.

Appears in 1 contract

Samples: Arrangement Agreement (GTY Technology Holdings Inc.)

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Other Indemnification Matters. (a) For the purposes of this Article 7, in determining whether there has been any misrepresentation or breach of of, or inaccuracy in, a representation or warranty, and for purposes of in determining the amount of Losses resulting from any misrepresentation or breach of a representation or warrantytherefrom, all qualifications or exceptions in any representation or warranty relating to or referring to the terms "material", "materiality", "in any material respect", "in all material respects", “Material Adverse Change” "material adverse effect" or any similar term or phrase shall be disregarded, it being the understanding of the Parties understood and agreed that for purposes of determining liability under this Article 87, the representations and warranties contained in this Agreement shall be read as if such terms and phrases were not included in them.

Appears in 1 contract

Samples: Stock Purchase Agreement (Malibu Boats, Inc.)

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