Common use of Disclosure Schedule References Clause in Contracts

Disclosure Schedule References. The parties hereto agree that any reference in a particular Section of the Company Disclosure Schedule shall only 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 that are contained in the corresponding Section of this Agreement and (ii) any other representations and warranties (or covenants, as applicable) of the Company that are contained in this Agreement, but only if the relevance of that reference as an exception to (or a disclosure for purposes of) such representations and warranties (or covenants, as applicable) are reasonably apparent.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Axway Inc.), Agreement and Plan of Merger (Tumbleweed Communications Corp)

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Disclosure Schedule References. The parties hereto agree that any reference in a particular Section of the Company Seller Disclosure Schedule shall only 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 Seller that are contained in the corresponding Section of this Agreement and (ii) any other representations and warranties (or covenants, as applicable) of the Company Seller that are contained in this Agreement, but only if the relevance of that reference as an exception to (or a disclosure for purposes of) such representations and warranties (or covenants, as applicable) are reasonably apparentapparent on its face.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Zilog Inc), Asset Purchase Agreement (Universal Electronics Inc)

Disclosure Schedule References. The parties hereto agree that any reference in a particular Section section or subsection of the Company Disclosure Schedule shall only 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 or Parents as applicable, that are contained in the corresponding Section section of this Agreement and (iib) any other representations and warranties (of the Company or covenantsParents, as applicable) of the Company , that are contained in this Agreement, but only if the relevance of that reference as an exception to (or a disclosure for purposes of) such other representations and warranties (or covenants, as applicable) are is reasonably apparentapparent on the face of such disclosure.

Appears in 1 contract

Samples: Sale and Subscription Agreement (Allegro Microsystems, Inc.)

Disclosure Schedule References. The parties hereto agree that any reference in a particular Section of the Company Disclosure Schedule or the Selling Shareholder Disclosure Schedule shall only 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 relevant party that are contained in the corresponding Section of this Agreement and (iib) any other representations and warranties (or covenants, as applicable) of the Company such party that are is contained in this Agreement, but only if the relevance of that reference as an exception to (or a disclosure for purposes of) such representations and warranties (or covenants, as applicable) are reasonably apparentwould be readily apparent to an individual who has read that reference and such representations and warranties.

Appears in 1 contract

Samples: Acquisition Agreement (Sigma Designs Inc)

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Disclosure Schedule References. The parties hereto agree that any reference in a particular Section of either the Company Seller Disclosure Schedule or the Buyer Disclosure Schedule shall only 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 relevant party that are contained in the corresponding Section of this Agreement and (iib) any other representations and warranties (or covenants, as applicable) of the Company such party that are is contained in this Agreement, but only if the relevance of that reference as an exception to (or a disclosure for purposes of) such representations and warranties (or covenants, as applicable) are reasonably would be readily apparent.

Appears in 1 contract

Samples: Stock Purchase Agreement (1 800 Flowers Com Inc)

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