Common use of Disclosure Generally Clause in Contracts

Disclosure Generally. The information contained in this Agreement and in 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 Person (including any other Party) of any matter whatsoever (including any violation of Law or breach of Contract). Notwithstanding any other provision of this Agreement or anything to the contrary contained in the Disclosure Schedules, the information and disclosures contained in any section or subsection of the Disclosure Schedules shall be deemed to be disclosed with respect to, and qualify, any representation or warranty of the Assignor, as applicable, to which the relevance of such information and disclosure is reasonably related. The fact that any item of information is disclosed in any section or subsection of the Disclosure Schedules shall not be construed to mean that such information is required to be disclosed by this Agreement or is material to or outside the ordinary course of the Assigned Rights. Such information and the dollar thresholds set forth herein and therein shall not be used as a basis for interpreting the terms “material,” “Material Adverse Effect,” or any similar qualifier in this Agreement. In addition, matters reflected in any section or subsection of the Disclosure Schedules are not necessarily limited to matters required by this Agreement to be reflected in Disclosure Schedules. Such additional matters are set forth for informational purposes only and do not necessarily include other matters of a similar nature. The Disclosure Schedules and the information and disclosures contained in the Disclosure Schedules are intended only to qualify and limit the representations, warranties and covenants contained in this Agreement and shall not be deemed to expand in any way the scope or effect of any of such representations, warranties or covenants.

Disclosure Generally. The information contained in this Agreement and in 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 Person (including any other Party) of any matter whatsoever (including any violation of Law or breach of Contract). Notwithstanding any other provision of this Agreement or anything to the contrary contained in the Seller Disclosure Schedules, the Buyer Disclosure Schedules or in this Agreement, the information and disclosures contained in any section or subsection Section of the Seller Disclosure Schedules or any Section of the Buyer Disclosure Schedules shall be deemed to have been disclosed and provided only with respect to the corresponding Section in this Agreement; provided, however, the information and disclosures contained in (i) any Section of the Seller Disclosure Schedules with respect to Article III hereof shall be deemed to be disclosed and incorporated by reference in any other Section of the Seller Disclosure Schedules with respect to, and qualify, any representation or warranty to Article III hereof as though fully set forth in such Section of the Assignor, as applicable, to Seller Disclosure Schedules for which the relevance applicability of such information and disclosure is reasonably relatedapparent on its face and (ii) any Section of the Buyer Disclosure Schedules with respect to Article IV hereof shall be deemed to be disclosed and incorporated by reference in any other Section of the Buyer Disclosure Schedules with respect to Article IV hereof as though fully set forth in such Section of the Buyer Disclosure Schedules for which applicability of such information and disclosure is reasonably apparent on its face. The fact that any item of information is disclosed in any section the Seller Disclosure Schedules or subsection of the Buyer Disclosure Schedules shall not be construed to mean that such information is required to be disclosed by this Agreement or is material to or outside the ordinary course of the Assigned RightsAgreement. Such information and the dollar thresholds set forth herein and therein shall not be used as a basis for interpreting the terms “material,” or “Material Adverse Effect,” or any other similar qualifier terms in this Agreement. In addition, matters reflected in any section or subsection of the Disclosure Schedules are not necessarily limited to matters required by this Agreement to be reflected in Disclosure Schedules. Such additional matters are set forth for informational purposes only and do not necessarily include other matters of a similar nature. The Disclosure Schedules and the information and disclosures contained in the Disclosure Schedules are intended only to qualify and limit the representations, warranties and covenants contained in this Agreement and shall not be deemed to expand in any way the scope or effect of any of such representations, warranties or covenants.

Disclosure Generally. All Schedules and Exhibits attached hereto are incorporated herein and expressly made a part of this Agreement as though completely set forth herein. All references to this Agreement herein or in any of the Schedules or Exhibits shall be deemed to refer to this entire Agreement, including all Schedules and Exhibits. The information contained in this Agreement and in the Disclosure Schedules hereto is disclosed solely for the purposes of this Agreement, and no information contained herein or therein shall be deemed to be an admission by any Party hereto to any Person (including any other Party) third party of any matter whatsoever (whatsoever, including of any violation of Law or breach of Contract)any agreement. Notwithstanding any other provision of this Agreement or anything to the contrary contained No disclosure in the Disclosure SchedulesSchedule or any Schedule provided by Purchaser relating to a possible breach or violation of any Contract, Law or order of any Governmental Entity will be construed as an admission or indication that such breach or violation exists or has occurred. Any disclosures in the information Disclosure Schedule or any Schedule provided by Purchaser that refer to a document are qualified in their entirety by reference to the text of such document, including all amendments, exhibits, schedules and other attachments thereto. Any capitalized term used in the Disclosure Schedule and not otherwise defined therein has the meaning given to such term in this Agreement. Any headings set forth in the Disclosure Schedule are for convenience of reference only and do not affect the meaning or interpretation of any of the disclosures contained set forth in the Disclosure Schedule. The disclosure of any matter in any section or subsection schedule of the Disclosure Schedules shall Schedule will be deemed to be disclosed with respect to, and qualify, any representation or warranty of the Assignor, as applicable, a disclosure by Seller to which the relevance of such information and disclosure is reasonably related. The fact that any item of information is disclosed in any each other section or subsection schedule of the Disclosure Schedules Schedule to which such disclosure’s relevance is reasonably apparent on its face. The listing of any matter on the Disclosure Schedule shall expressly not be construed deemed to mean constitute an admission by such party, or to otherwise imply, that any such information matter is material, is required to be disclosed by such party under this Agreement or is material to falls within relevant minimum thresholds or outside the ordinary course of the Assigned Rights. Such information and the dollar thresholds materiality standards set forth herein and therein shall not be used as a basis for interpreting the terms “material,” “Material Adverse Effect,” or any similar qualifier in this Agreement. In addition, matters reflected in any section or subsection of the Disclosure Schedules are not necessarily limited to matters required by this Agreement to be reflected in Disclosure Schedules. Such additional matters are set forth for informational purposes only and do not necessarily include other matters of a similar nature. The Disclosure Schedules and the information and disclosures contained in the Disclosure Schedules are intended only to qualify and limit the representations, warranties and covenants contained in this Agreement and shall not be deemed to expand in any way the scope or effect of any of such representations, warranties or covenants.

Disclosure Generally. The information contained in All schedules attached hereto are incorporated herein and expressly made a part of this Agreement and in the Disclosure Schedules is disclosed solely for purposes of as though completely set forth herein. All references to this Agreement, and no information contained Agreement herein or therein in any of the schedules shall be deemed to be an admission by any Party hereto refer to any Person (this entire Agreement, including any other Party) of any matter whatsoever (including any violation of Law or breach of Contract)all schedules. Notwithstanding any other provision of this Agreement or anything to the contrary contained Except as otherwise provided in the Company Disclosure Schedules, the information and disclosures contained in any section or subsection of the Disclosure Schedules shall be deemed to be disclosed with respect to, and qualify, any representation or warranty of the Assignor, as applicable, to which the relevance of such information and disclosure is reasonably related. The fact that any item of information is disclosed in any section or subsection of the Disclosure Schedules shall not be construed to mean that such information is required to be disclosed by this Agreement or is material to or outside the ordinary course of the Assigned Rights. Such information and the dollar thresholds set forth herein and all capitalized terms therein shall not be used as a basis for interpreting have the terms “material,” “Material Adverse Effect,” or any similar qualifier meanings assigned to them in this Agreement. In addition, matters Matters reflected in any section or subsection of the Company Disclosure Schedules are not necessarily limited to matters required by this Agreement to be reflected disclosed. Except where required by a particular representation or warranty in this Agreement, (a) no disclosure made in the Company Disclosure Schedules. Such additional matters are Schedules shall constitute an admission or determination that any fact or matter so disclosed is material, has a Material Adverse Effect, meets a dollar or other threshold set forth for informational purposes only and do not necessarily include other matters of a similar nature. The Disclosure Schedules and the information and disclosures contained in the Disclosure Schedules are intended only to qualify and limit the representations, warranties and covenants contained in this Agreement or would otherwise be required to be disclosed, and (b) no Person shall use the fact of the setting of an amount or the inclusion of such facts or matters in any dispute or controversy as to whether any obligation, amount, fact or matter is or is not material, has a Material Adverse Effect or meets any other threshold for purposes of this Agreement. Any reference to a section or subsection in the Company Disclosure Schedules refers to that section or subsection of this Agreement, unless the context requires otherwise; provided, however, that a particular matter disclosed in any section or subsection of the Company Disclosure Schedules that is reasonably apparent from a facial reading of such disclosure to qualify another section or subsection of this Agreement shall also be deemed to expand qualify such other section or subsection of this Agreement. No disclosure in the Company Disclosure Schedules relating to any way the scope possible breach or effect violation of any of agreement, Law or regulation shall be construed as an admission or indication against interest to a third party that any such representations, warranties breach or covenantsviolation exists or has actually occurred.

Disclosure Generally. The information contained in this Agreement and in 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 Person (including any other Party) of any matter whatsoever (including any violation of Law or breach of Contract). Notwithstanding any other provision of this Agreement or anything to the contrary contained in the Disclosure Schedules, the information and disclosures contained in any section or subsection of the Disclosure Schedules shall be deemed to be disclosed with respect to, and qualify, any representation or warranty of the Assignor, as applicable, Sellers to which the relevance of such information and disclosure is reasonably relatedapparent from a reading of such disclosures (without reference to extrinsic documentation (including any document incorporated by reference therein)). The fact that any item of information is disclosed in any section or subsection of the Disclosure Schedules shall not be construed to mean that such information is required to be disclosed by this Agreement or is material to or outside the ordinary course of the Assigned RightsP&F Business. Such information and the dollar thresholds set forth herein and therein shall not be used as a basis for interpreting the terms “material,” “Material Adverse Effect,” or any similar qualifier in this Agreement. In addition, matters reflected in any section or subsection of the Disclosure Schedules are not necessarily limited to matters required by this Agreement to be reflected in Disclosure Schedules. Such additional matters are set forth for informational purposes only and do not necessarily include other matters of a similar nature. The Disclosure Schedules and the information and disclosures contained in the Disclosure Schedules are intended only to qualify and limit the representations, representations or warranties and covenants contained in this Agreement and shall not be deemed to expand in any way the scope or effect of any of such representations, warranties representations or covenantswarranties.

Disclosure Generally. The information Notwithstanding anything to the contrary contained in the Disclosure Schedules, this Agreement or the Ancillary Agreements, the information and disclosures contained in 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 Person (including any other Partyparty hereto) of any matter whatsoever (including any violation of Law or breach of Contract). Notwithstanding any other provision of this Agreement or anything to the contrary contained in the Disclosure Schedules, this Agreement or the Ancillary Agreements, the information and disclosures contained in any section or subsection of the Disclosure Schedules shall be deemed to be disclosed with respect to, and qualify, any representation or warranty of the Assignor, as applicable, Seller to which the relevance of such information and disclosure is reasonably relatedapparent from a plain reading thereof. The fact that any item of information is disclosed in any section or subsection of the Disclosure Schedules shall not be construed to mean that such information is required to be disclosed by this Agreement or is material to or outside the ordinary course of the Assigned RightsBusiness. Such information and the dollar thresholds set forth herein and therein shall not be used as a basis for interpreting the terms “material,” “Material Adverse Effect,” or any similar qualifier in this Agreement. In addition, matters reflected in any section or subsection of the Disclosure Schedules are not necessarily limited to matters required by this Agreement to be reflected in Disclosure Schedules. Such additional matters are set forth for informational purposes only and do not necessarily include other matters of a similar nature. The Disclosure Schedules and the information and disclosures contained in the Disclosure Schedules corresponding to Article III and Article V of this Agreement are intended only to qualify and limit the representations, representations and warranties contained in Article III of this Agreement and the covenants contained in Article V of this Agreement and shall not be deemed to expand in any way the scope or effect of any of such representations, warranties or covenants.

Disclosure Generally. The information contained in this Agreement and in 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 Person (including any other Party) of any matter whatsoever (including any violation of Law or breach of Contract). Notwithstanding any other provision of this Agreement or anything to the contrary contained in the Disclosure Schedules, the information and disclosures contained in any section or subsection of the Disclosure Schedules shall be deemed to be disclosed with respect to, and qualify, any representation or warranty of the Assignor, as applicable, Sellers to which the relevance of such information and disclosure is reasonably relatedapparent on its face. The fact that any item of information is disclosed in any section or subsection of the Disclosure Schedules shall not be construed to mean that such information is required to be disclosed by this Agreement or is material to or outside the ordinary course of the Assigned RightsBusiness. Such information and the dollar thresholds set forth herein and therein shall not be used as a basis for interpreting the terms “material,” “Material Adverse Effect,” or any similar qualifier in this Agreement. In addition, matters reflected in any section or subsection of the Disclosure Schedules are not necessarily limited to matters required by this Agreement to be reflected in Disclosure Schedules. Such additional matters are set forth for informational purposes only and do not necessarily include other matters of a similar nature. The Disclosure Schedules and the information and disclosures contained in the Disclosure Schedules are intended only to qualify and limit the representations, warranties and covenants contained in this Agreement and shall not be deemed to expand in any way the scope or effect of any of such representations, warranties or covenants.

Disclosure Generally. The disclosure of any matter in any Section of this Agreement shall be deemed to be a disclosure for all purposes of this Agreement. The disclosure of any matter in any of the Company Disclosure Schedules shall be deemed to be a disclosure against each and every other applicable schedule of the Company Disclosure Schedules whether or not an explicit cross-reference appears; provided that the relevance of such disclosure to such other schedule is reasonably apparent on the face thereof. No reference to or disclosure of any item or other matter in the Company Disclosure Schedules shall be construed as an admission or indication that such item or other matter is material (nor shall it establish a standard of materiality for any purpose whatsoever) or that such item or other matter is required to be referred to or disclosed in the Company Disclosure Schedules. The information contained in this Agreement and set forth in the Company Disclosure Schedules is disclosed solely for the purposes of this Agreement, and no information contained herein or set forth therein shall be deemed to be an admission by any Party party hereto to any Person (including any other Party) third party of any matter whatsoever (whatsoever, including any violation of any Law or breach of any Contract). Notwithstanding any other provision of this Agreement or anything to the contrary contained in the The Company Disclosure Schedules, Schedules and the information and disclosures contained in any section or subsection therein are intended only to qualify and limit the representations, warranties, covenants and agreements of the Company. Nothing in the Company Disclosure Schedules shall be deemed is intended to be disclosed with respect to, and qualify, broaden the scope of any representation or warranty of the Assignor, as applicable, to which the relevance of such information and disclosure is reasonably related. The fact that any item of information is disclosed contained in any section or subsection of the Disclosure Schedules shall not be construed to mean that such information is required to be disclosed by this Agreement or is material to create any covenant or outside the ordinary course of the Assigned Rightsagreement. Such information and the dollar thresholds set forth herein and therein shall not be used as a basis for interpreting the terms “material,” “Material Adverse Effect,” or any similar qualifier in this Agreement. In addition, matters Matters reflected in any section or subsection of the Company Disclosure Schedules are not necessarily limited to matters required by this Agreement to be reflected in the Company Disclosure Schedules. Such additional matters are set forth for informational purposes only and do not necessarily include other matters of a similar nature. The information and the dollar thresholds set forth in the Company Disclosure Schedules and the information and disclosures contained in the Disclosure Schedules are intended only to qualify and limit the representations, warranties and covenants contained in this Agreement and shall not be deemed to expand used as a basis for interpreting the terms “material” or “Company Material Adverse Effect” or other similar terms in any way the scope or effect of any of such representations, warranties or covenantsthis Agreement.

Disclosure Generally. The information contained in this Agreement and in the All Disclosure Schedules is disclosed solely for purposes of this Agreement, attached hereto are incorporated herein and no information contained herein or therein shall be deemed to be an admission by any Party hereto to any Person (including any other Party) of any matter whatsoever (including any violation of Law or breach of Contract). Notwithstanding any other provision expressly made a part of this Agreement as though completely set forth herein. All references to this Agreement herein or anything to the contrary contained in the Disclosure Schedules, the information and disclosures contained in any section or subsection of the Disclosure Schedules shall be deemed to be disclosed with respect torefer to this entire Agreement, and qualifyincluding all Disclosure Schedules. All section headings in the Disclosure Schedules correspond to the sections of this Agreement, any representation or warranty of the Assignor, as applicable, to which the relevance of such but information and disclosure is reasonably related. The fact that any item of information is disclosed provided in any section of the Disclosure Schedules shall constitute disclosure for purposes of each section of this Agreement where such information is relevant. Unless the context otherwise requires, all capitalized terms used in the Disclosure Schedules shall have the respective meanings assigned to such terms in this Agreement. Certain information set forth in the Disclosure Schedules is included solely for informational purposes and may not be required to be disclosed pursuant to this Agreement. No reference to or subsection disclosure of any item or other matter in the Disclosure Schedules shall be construed as an admission or indication that such item or other matter is required to be referred to or disclosed in the Disclosure Schedules. No disclosure in the Disclosure Schedules relating to any possible breach or violation of any agreement or law shall be construed as an admission or indication that any such breach or violation exists or has actually occurred. The inclusion of any information in the Disclosure Schedules shall not be construed deemed to mean be an admission or acknowledgment by Sellers that in and of itself, such information is required to be disclosed by this Agreement or is material to or outside the ordinary course of the Assigned Rights. Such information and the dollar thresholds set forth herein and therein shall not be used as a basis for interpreting the terms “material,” “Material Adverse Effect,” business or any similar qualifier in this Agreement. In addition, matters reflected in any section or subsection of the Disclosure Schedules are not necessarily limited to matters is required by this Agreement to be reflected in disclosed on the Disclosure Schedules. Such additional matters are set forth for informational purposes only and do not necessarily include other matters of a similar nature. The Disclosure Schedules and the information and disclosures contained No disclosure in the Disclosure Schedules are intended only to qualify and limit the representations, warranties and covenants contained in this Agreement and shall not be deemed to expand create any rights in any way the scope or effect of any of such representations, warranties or covenantsthird party.

Disclosure Generally. All schedules attached hereto (including the Disclosure Schedules) are incorporated herein and expressly made a part of this Agreement as though completely set forth herein. All references to this Agreement herein or in any of the schedules shall be deemed to refer to this entire Agreement, including all schedules. Notwithstanding anything to the contrary contained in the Disclosure Schedules or in this Agreement, the information and disclosures contained in any Section of the Disclosure Schedules shall be deemed to qualify the numerically corresponding Section of Article III or Article IV, as applicable, and also shall be deemed disclosed and incorporated by reference in such other Section(s) of the Disclosure Schedules that are referenced herein to which such information or disclosure is applicable so long as the applicability of such information and disclosure to such other referenced Section(s) is reasonably apparent from reading such disclosure notwithstanding the absence of a cross reference contained therein. For the avoidance of doubt, any of the representations and warranties contained in any Section of Article III or Article IV, as applicable, that are made without a reference to a numerically corresponding Section of the Disclosure Schedules shall not be subject to any of the deemed cross-referencing referred to in the prior sentence; provided, however, that, notwithstanding the foregoing, the information and disclosures contained in Section 9.9 of the Disclosure Schedules shall be deemed to qualify each of the representations and warranties contained in any Section of Article III or Article IV, as applicable, including any Section not containing a reference to a numerically corresponding Section of the Disclosure Schedules, to which such information or disclosure is applicable so long as the applicability of such information and disclosure to such Section(s) is reasonably apparent from reading such disclosure; provided, further, that the preceding proviso shall not apply in respect of the representations and warranties contained in the first sentence of Section 3.6 (which representations and warranties are made without any qualification or other exception). The information contained in this Agreement and set forth in the Disclosure Schedules is disclosed solely for the purposes of this Agreement, and no information contained herein or set forth therein shall be deemed to be an admission by any Party party hereto to any Person (including any other Party) third party of any matter whatsoever (whatsoever, including of any violation of Law or breach of Contract)any agreement. Notwithstanding The specification of any other provision dollar amount or the inclusion of this Agreement or anything to any item in the contrary representations and warranties contained in this Agreement, the Disclosure Schedules or exhibits is not intended to imply that the amounts, or higher or lower amounts, or the items so included, or other items, are or are not required to be disclosed (including whether such amounts or items are required to be disclosed as material or threatened) or are within or outside of the Ordinary Course of Business, and no party shall use the fact of the setting of the amounts or the fact of the inclusion of any item in this Agreement, the Disclosure Schedules, the information and disclosures contained or exhibits in any section dispute or subsection of controversy between the parties hereto as to whether any obligation, item or matter not set forth or included in this Agreement, the Disclosure Schedules shall be deemed to be disclosed with respect toSchedules, and qualify, any representation or warranty of the Assignor, as applicable, to which the relevance of such information and disclosure exhibits is reasonably related. The fact that any item of information or is disclosed in any section or subsection of the Disclosure Schedules shall not be construed to mean that such information is required to be disclosed by this Agreement (including whether the amount or items are required to be disclosed as material or threatened) or is material to within or outside the ordinary course of the Assigned Rights. Such information and the dollar thresholds set forth herein and therein shall not be used as a basis Ordinary Course of Business for interpreting the terms “material,” “Material Adverse Effect,” or any similar qualifier in purposes of this Agreement. In addition, matters reflected in any section or subsection of the Disclosure Schedules are not necessarily limited to matters required by this Agreement to be reflected in the Disclosure Schedules. Such additional matters are set forth for informational purposes only and do not necessarily include other matters of a similar nature. The Disclosure Schedules and the information and disclosures contained Nothing in the Disclosure Schedules are is intended only to qualify and limit broaden the representations, warranties and covenants scope of any representation or warranty contained in this Agreement or create any covenant. Such information and the dollar thresholds set forth herein shall not be deemed used as a basis for interpreting the terms “material” or “Material Adverse Effect” or other similar terms in this Agreement. Nothing in this Agreement, including this Section 9.9, shall be interpreted or construed to expand in imply that Seller is making any way the scope representation or effect warranty as of any of such representations, warranties or covenantsdate other than as otherwise set forth herein.

Disclosure Generally. The information contained in All schedules attached hereto are incorporated herein and expressly made a part of this Agreement and in the Disclosure Schedules is disclosed solely for purposes of as though completely set forth herein. All references to this Agreement, and no information contained Agreement herein or therein in any of the schedules shall be deemed to be an admission by any Party hereto refer to any Person (this entire Agreement, including any other Party) of any matter whatsoever (including any violation of Law or breach of Contract)all schedules. Notwithstanding any other provision of this Agreement or anything to the contrary contained in the Company Disclosure SchedulesSchedules or in this Agreement, the information and disclosures contained in any section or subsection of the Company Disclosure Schedules Schedule shall be deemed to be disclosed with respect to, and qualify, incorporated by reference in any other Company Disclosure Schedule or representation or warranty of the Assignorcontained in Article III, as applicable, to as though fully set forth in such Disclosure Schedule or representation or warranty for which the relevance applicability of such information and disclosure is reasonably relatedapparent notwithstanding the absence of a cross reference contained therein. The fact that specification of any dollar amount or the inclusion of any item of information is disclosed in any section or subsection of the representations and warranties contained in this Agreement, the Company Disclosure Schedules shall or exhibits is not be construed intended to mean imply that such information is the amounts, or higher or lower amounts, or the items so included, or other items, are or are not required to be disclosed by (including whether such amounts or items are required to be disclosed as material or threatened) or are within or outside of the Ordinary Course of Business, and no party shall use the fact of the setting of the amounts or the fact of the inclusion of any item in this Agreement Agreement, the Company Disclosure Schedules or exhibits in any dispute or controversy between the parties hereto as to whether any obligation, item or matter not set forth or included in this Agreement, the Company Disclosure Schedules or exhibits is or is not required to be disclosed (including whether the amount or items are required to be disclosed as material to or threatened) or is within or outside the ordinary course of the Assigned Rights. Such information and the dollar thresholds set forth herein and therein shall not be used as a basis Ordinary Course of Business for interpreting the terms “material,” “Material Adverse Effect,” or any similar qualifier in purposes of this Agreement. In addition, matters reflected in any section or subsection of the Company Disclosure Schedules are not necessarily limited to matters required by this Agreement to be reflected in the Company Disclosure Schedules. Such additional matters are set forth for informational purposes only and do not necessarily include other matters of a similar nature. The information contained in this Agreement, in the Company Disclosure Schedules and the exhibits hereto is disclosed solely for purposes of this Agreement, and no information and disclosures 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). Nothing in the Company Disclosure Schedules are is intended only to qualify and limit broaden the representations, warranties and covenants scope of any representation or warranty contained in this Agreement or create any covenant. Such information and the dollar thresholds set forth herein shall not be deemed to expand used as a basis for interpreting the terms “material” or “Company Material Adverse Effect” or other similar terms in any way the scope or effect of any of such representations, warranties or covenantsthis Agreement.

Disclosure Generally. All Schedules and Exhibits attached hereto are incorporated herein and expressly made a part of this Agreement as though completely set forth herein. All references to this Agreement herein or in any of the Schedules or Exhibits shall be deemed to refer to this entire Agreement, including all Schedules and Exhibits. The information contained in this Agreement and in the Disclosure Schedules hereto is disclosed solely for the purposes of this Agreement, and no information contained herein or therein shall be deemed to be an admission by any Party hereto to any Person (including any other Party) third party of any matter whatsoever (whatsoever, including of any violation of Law or breach of Contract)any agreement. Notwithstanding any other provision of this Agreement or anything to the contrary contained No disclosure in the Disclosure SchedulesSchedule or any Schedule provided by the Purchaser relating to a possible breach or violation of any Contract, Law or order of any Governmental Entity will be construed as an admission or indication that such breach or violation exists or has occurred. Any disclosures in the information Disclosure Schedule or any Schedule provided by Purchaser that refer to a document are qualified in their entirety by reference to the text of such document, including all amendments, exhibits, schedules and other attachments thereto. Any capitalized term used in the Disclosure Schedule and not otherwise defined therein has the meaning given to such term in this Agreement. Any headings set forth in the Disclosure Schedule are for convenience of reference only and do not affect the meaning or interpretation of any of the disclosures contained set forth in the Disclosure Schedule. The disclosure of any matter in any section or subsection schedule of the Disclosure Schedules shall Schedule will be deemed to be disclosed with respect to, and qualify, any representation or warranty of a disclosure by the Assignor, as applicable, Company to which the relevance of such information and disclosure is reasonably related. The fact that any item of information is disclosed in any each other section or subsection schedule of the Disclosure Schedules Schedule to which such disclosure’s relevance is reasonably apparent on its face. The listing of any matter on the Disclosure Schedule shall expressly not be construed deemed to mean constitute an admission by such party, or to otherwise imply, that any such information matter is material, is required to be disclosed by such party under this Agreement or is material to falls within relevant minimum thresholds or outside the ordinary course of the Assigned Rights. Such information and the dollar thresholds materiality standards set forth herein and therein shall not be used as a basis for interpreting the terms “material,” “Material Adverse Effect,” or any similar qualifier in this Agreement. In addition, matters reflected in any section or subsection of the Disclosure Schedules are not necessarily limited to matters required by this Agreement to be reflected in Disclosure Schedules. Such additional matters are set forth for informational purposes only and do not necessarily include other matters of a similar nature. The Disclosure Schedules and the information and disclosures contained in the Disclosure Schedules are intended only to qualify and limit the representations, warranties and covenants contained in this Agreement and shall not be deemed to expand in any way the scope or effect of any of such representations, warranties or covenants.