Common use of Disclosure Letter References Clause in Contracts

Disclosure Letter References. The parties hereto agree that the disclosure set forth in any particular section or sub-section of the Company Disclosure Letter or Parent Disclosure Letter shall be deemed to be an exception to (or, as applicable, a disclosure for purposes of) (i) the representations and warranties (or covenants, as applicable) of the Company or Parent, as appropriate, that are set forth in the corresponding section or sub-section of this Agreement and (ii) any other representations and warranties (or covenants, as applicable) of the Company or Parent, as appropriate, that are set forth in this Agreement, but in the case of this clause (ii) only if the relevance of that disclosure as an exception to (or a disclosure for purposes of) such other representations and warranties (or covenants, as applicable) is reasonably apparent on the face of such disclosure.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Brookfield Asset Management Inc.), Agreement and Plan of Merger (GGP Inc.), Agreement and Plan of Merger (Brookfield Property Partners L.P.)

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Disclosure Letter References. The parties hereto agree that the disclosure set forth in any particular section or sub-section subsection of the Company Disclosure Letter or the Parent Disclosure Letter Letter, as applicable, shall be deemed to be an exception to (or, as applicable, a disclosure for purposes of) (ia) the representations and warranties (of the Company, Parent, or covenantsMerger Sub, as applicable) of the Company or Parent, as appropriate, that are set forth in the corresponding section or sub-section subsection of this Agreement Agreement, and (iib) any other representations and warranties (of the Company, Parent, or covenantsMerger Sub, as applicable) of the Company or Parent, as appropriate, that are set forth in this Agreement, but but, in the case of this clause (ii) b), only if and to the extent that the relevance of that disclosure as an exception to (or a disclosure for the purposes of) such other representations and warranties (or covenants, as applicable) is reasonably readily apparent on the face of such disclosuredisclosure to a reasonable person without any independent knowledge regarding the xxxxxx so disclosed.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Cohu Inc), Agreement and Plan of Merger (Xcerra Corp)

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Disclosure Letter References. The parties hereto Parties agree that the disclosure set forth in any particular section or sub-section subsection of the Company Disclosure Letter or the Parent Disclosure Letter shall will be deemed to be an exception to (or, as applicable, a disclosure for purposes of) (ia) the representations and warranties (or covenants, as applicable) of the Company Company, Parent or ParentMerger Sub, as appropriateapplicable, that are set forth in the corresponding section Section or sub-section subsection of this Agreement Agreement; and (iib) any other representations and warranties (or covenants, as applicable) of the Company Company, Parent or Parent, as appropriate, Merger Sub that are set forth in this Agreement, but in the case of this clause (iib) only if the relevance of that disclosure as an exception to (or a disclosure for purposes of) such other representations and warranties (or covenants, as applicable) is reasonably apparent on the face of such disclosure.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Travelport Worldwide LTD)

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