Common use of Disclosure Generally Clause in Contracts

Disclosure Generally. The Schedules have been arranged, for purposes of convenience only, as separately titled Schedules corresponding to the Sections of ARTICLE 3. Any information set forth in any Schedule or incorporated in any Section of this Agreement shall be considered to have been set forth in each other Schedule and shall be deemed to modify the representations and warranties in ARTICLE 3 to the extent reasonably apparent. The specification of any dollar amount in the representations and warranties contained in this Agreement or the inclusion of any specific item in the Schedules is not intended to imply that such amounts, or higher or lower amounts, or the items so included or other items, are or are not required to be disclosed or are within or outside of the ordinary course of business, and neither party shall use the fact of the setting of such amounts or the fact of the inclusion of any such item in the Schedules in any dispute or controversy with any party as to whether any obligation, item or matter not described herein or included in a Schedule is or is not required to be disclosed (including, without limitation, whether such amounts are required to be disclosed as material) or in the ordinary course of business for the purposes of this Agreement. The information contained in the Schedules is disclosed solely for the purposes of this Agreement, and no information contained therein shall be deemed to be an admission by any party hereto to any third party of any matter whatsoever, including of any violation of law or breach of any agreement.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Calumet Specialty Products Partners, L.P.), Securities Purchase Agreement

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Disclosure Generally. The Schedules have been arranged, for purposes of convenience only, as separately titled Schedules corresponding to the Sections of ARTICLE Article 3. Any information set forth in any Schedule or incorporated in any Section of this Agreement shall be considered to have been set forth in each other Schedule to the extent the relevance of such information is reasonably apparent on the face of such Schedule and shall be deemed to modify the representations and warranties in ARTICLE Article 3 whether or not such representations and warranties refer to the extent reasonably apparentsuch Schedule. The specification of any dollar amount in the representations and warranties contained in this Agreement or the inclusion of any specific item in the Schedules is not intended to imply that such amounts, or higher or lower amounts, or the items so included or other items, are or are not required to be disclosed or are within or outside of the ordinary course of business, and neither party shall use the fact of the setting of such amounts or the fact of the inclusion of any such item in the Schedules in any dispute or controversy with any party as to whether any obligation, item or matter not described herein or included in a Schedule is or is not required to be disclosed (including, without limitation, whether such amounts are required to be disclosed as material) or in the ordinary course of business for the purposes of this Agreement. The information contained in the Schedules is disclosed solely for the purposes of this Agreement, and no information contained therein shall be deemed to be an admission by any party hereto to any third party of any matter whatsoever, including of any violation of law Law or breach of any agreement.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Nordson Corp), Stock Purchase Agreement (Nordson Corp)

Disclosure Generally. The All Schedules have been arranged, for purposes attached to this Agreement are incorporated in this Agreement and expressly made a part of convenience only, this Agreement as separately titled Schedules corresponding to the Sections of ARTICLE 3. Any information though completely set forth in any Schedule or incorporated in any Section of this Agreement shall be considered to have been set forth in each other Schedule and shall be deemed to modify the representations and warranties in ARTICLE 3 to the extent reasonably apparentAgreement. The specification of any dollar amount in the representations and warranties contained in this Agreement or the inclusion of any specific item in the Schedules to this Agreement is not intended to imply that such amounts, or higher or lower amounts, or the items so included included, or other items, are or are not required to be disclosed or are within or outside of the ordinary course Ordinary Course of businessBusiness, and neither party Party shall use the fact of the setting of such amounts or the fact of the inclusion of any such item in the Schedules in any dispute or controversy with any party Party as to whether any obligation, item or matter not described herein in this Agreement or included in a Schedule to this Agreement is or is not required to be disclosed (including, without limitation, including whether such amounts or items are required to be disclosed as material) or in the ordinary course Ordinary Course of business Business for the purposes of this Agreement. The information contained in the Schedules to this Agreement is disclosed solely for the purposes of this Agreement, and no information contained therein in the Schedules to this Agreement shall be deemed to be an admission by any party hereto Party to any third party of any matter whatsoever, including of any violation of law or breach of any agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Kforce Inc)

Disclosure Generally. The Schedules have been arranged, for purposes of convenience only, as separately titled Schedules corresponding to the Sections of ARTICLE Article 3. Any information set forth in any Schedule or incorporated in any Section of this Agreement shall be considered to have been set forth in each other Schedule solely to the extent the relevance of such information to such Schedule is reasonably apparent on the face of such Schedule and shall be deemed to modify the representations and warranties in ARTICLE Article 3 whether or not such representations and warranties refer to such Schedule solely to the extent its relevance to such representations or warranties is reasonably apparentapparent on its face. The specification of any dollar amount in the representations and warranties contained in this Agreement or the inclusion of any specific item in the Schedules is not intended to imply that such amounts, or higher or lower amounts, or the items so included or other items, are or are not required to be disclosed or are within or outside of the ordinary course of business, and neither party shall use the fact of the setting of such amounts or the fact of the inclusion of any such item in the Schedules in any dispute or controversy with any party as to whether any obligation, item or matter not described herein or included in a Schedule is or is not required to be disclosed (including, without limitation, including whether such amounts are required to be disclosed as material) or in the ordinary course of business for the purposes of this Agreement. The information contained in the Schedules is disclosed solely for the purposes of this Agreement, and no information contained therein shall be deemed to be an admission by any party hereto to any third party of any matter whatsoever, including of any violation of law or breach of any agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sensata Technologies B.V.)

Disclosure Generally. The Schedules have been arranged, for purposes All exhibits and schedules (but not the documents or instruments referenced therein unless attached thereto) attached hereto are incorporated herein and expressly made a part of convenience only, as separately titled Schedules corresponding this Agreement. All references to the Sections of ARTICLE 3. Any information set forth this Agreement herein or in any Schedule of the exhibits or incorporated in any Section of this Agreement shall be considered to have been set forth in each other Schedule and schedules shall be deemed to modify refer to this entire Agreement, including all exhibits and schedules. Any item or matter disclosed in a particular section of the representations and warranties in ARTICLE 3 Disclosure Schedule shall be deemed to have been disclosed only with respect to the extent reasonably apparentreferenced section. The specification of any dollar amount in the representations and warranties contained in this Agreement or the inclusion of any specific item in the Schedules schedules hereto is not intended to imply that such amounts, or higher or lower amounts, or the items so included included, or other items, are or are not required to be disclosed or are within or outside of the ordinary course of business, and neither party Party shall use the fact of the setting forth of such amounts or the fact of the inclusion of any such item in the Schedules schedules in any dispute or controversy with any party Party as to whether any obligation, item or matter not described herein or included in a Schedule schedule hereto is or is not required to be disclosed (including, without limitation, whether such amounts or items are required to be disclosed as material) or in the ordinary course of business for the purposes of this Agreement. The information contained in the Disclosure Schedules is disclosed solely for the purposes of this Agreement, and no information contained therein shall be deemed to be an admission by any party hereto Party to any third party of any matter whatsoever, including of any violation of law or breach of any agreement. Capitalized terms used in the Disclosure Schedules and not otherwise defined therein shall have the meanings given to such terms in this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Castle a M & Co)

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Disclosure Generally. The Schedules have been arranged, for purposes of convenience only, as separately titled Schedules corresponding to the Sections of ARTICLE 3. Any information Information set forth in any Schedule or incorporated in any Section of this Agreement shall be considered to have been set forth in each other Schedule and shall be deemed to modify the representations and warranties in ARTICLE 3 to the extent reasonably apparentthat it is clear on its face that it applies to such first Schedule. The specification of any dollar amount in the representations and warranties contained in this Agreement or the inclusion of any specific item in the Schedules is not intended to imply that such amounts, or higher or lower amounts, or the items so included or other items, are or are not required to be disclosed or are within or outside of the ordinary course of business, and neither party shall use the fact of the setting of such amounts or the fact of the inclusion of any such item in the Schedules in any dispute or controversy with any party as to whether any obligation, item or matter not described herein or included in a Schedule is or is not required to be disclosed (including, without limitation, whether such amounts are required to be disclosed as material) or in the ordinary course of business for the purposes of this Agreement. The information contained in the Schedules is disclosed solely for the purposes of this Agreement, and no information contained therein shall be deemed to be an admission by any party hereto to any third party of any matter whatsoever, including of any violation of law or breach of any agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Team Health Inc)

Disclosure Generally. The All Schedules have been arrangedattached 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 shall be deemed to refer to this entire Agreement, for purposes of convenience only, as separately titled Schedules corresponding to the Sections of ARTICLE 3including all Schedules. Any information set forth in item or matter disclosed on any Schedule or incorporated in any Section of to this Agreement shall be considered deemed to have been set forth in each other Schedule and shall be deemed to modify the disclosed for purposes of all representations and warranties in ARTICLE 3 under this Agreement, without the need for specific references on each Schedule or cross-references thereto to the extent reasonably apparentsuch reference thereto is readily apparent based solely on a review of the Schedules and the Agreement. The specification of any dollar amount in the representations and warranties contained in this Agreement or the inclusion of any specific item in the Schedules hereto is not intended to imply that such amounts, or higher or lower amounts, or the items so included included, or other items, are or are not required to be disclosed or are within or outside of the ordinary course of businessbusiness or are or are not material, and neither party shall use the fact of the setting forth of such amounts in the representations and warranties or the fact of the inclusion of any such item in the Schedules in any dispute or controversy with any party as to whether any obligation, item or matter not described herein or included in a Schedule hereto is or is not required to be disclosed (including, without limitation, whether such amounts or items are required to be disclosed as material) or in the ordinary course of business for the purposes of this Agreement. The information contained in the Schedules hereto is disclosed solely for the purposes of this Agreement, and no information contained therein shall be deemed to be an admission by any party hereto to any third party of any matter whatsoever, including of any violation of law or breach of any agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Activant Solutions Inc /De/)

Disclosure Generally. The Schedules have been arranged, for purposes of convenience only, as separately titled Schedules corresponding to the Sections of ARTICLE 3. Any information set forth in any Schedule or All exhibits and schedules attached hereto are incorporated in any Section herein and expressly made a part of this Agreement shall be considered to have been as though completely set forth herein. All references to this Agreement herein or in each other Schedule and any of the exhibits or schedules shall be deemed to modify the representations refer to this entire Agreement, including all exhibits and warranties in ARTICLE 3 to the extent reasonably apparentschedules. The specification of any dollar amount in the representations and warranties contained in this Agreement or the inclusion of any specific item in the Schedules schedules hereto is not intended to imply that such amounts, or higher or lower amounts, or the items so included included, or other items, are or are not required to be disclosed or are within or outside of the ordinary course of business, and neither party shall use the fact of the setting forth of such amounts or the fact of the inclusion of any such item in the Schedules schedules in any dispute or controversy with any party as to whether any obligation, item or matter not described herein or included in a Schedule schedule hereto is or is not required to be disclosed (including, without limitation, whether such amounts or items are required to be disclosed as material) or in the ordinary course of business for the purposes of this Agreement. The information contained in the Schedules schedules hereto is disclosed solely for the purposes of this Agreement, and no information contained therein shall be deemed to be an admission by any party hereto to any third party of any matter whatsoever, including of any violation of law or breach of any agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (American Safety Insurance Holdings LTD)

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