Common use of Certain Indemnification Matters Clause in Contracts

Certain Indemnification Matters. a) Notwithstanding anything contained herein or elsewhere to the contrary, all “material” and “Material Adverse Effect” or similar materiality type qualifications contained in the representations and warranties set forth in this Agreement shall be ignored and not given any effect for purposes of the indemnification provisions hereof, including, without limitation, for purposes of determining whether or not a breach of a representation or warranty has occurred and/or determining the amount of any Damages. b) No information or knowledge acquired, or investigations conducted by Buyer or its representatives, of Shareholder, the Company or the Business or otherwise shall in any way limit, or constitute a waiver of, or a defense to, any claim for indemnification by any Indemnified Persons under this Agreement.

Certain Indemnification Matters. (a) Notwithstanding anything contained herein or elsewhere to the contrary, all “"material” " and “"Material Adverse Effect” " or similar materiality type qualifications contained in the representations and warranties set forth in this Agreement shall be ignored and not given any effect for purposes of the indemnification provisions hereof, including, without limitation, for purposes of determining whether or not a breach of a representation or warranty has occurred and/or determining the amount of any Damages. (b) No information or knowledge acquired, or investigations conducted conducted, by Buyer or its representatives, of Shareholder, the Company Seller or the Business System or otherwise shall in any way limit, or constitute a waiver of, or a defense to, any claim for indemnification by any Indemnified Persons under this Agreement.