Common use of Interpretation; Certain Definitions Clause in Contracts

Interpretation; Certain Definitions. (a) Any matter set forth in any provision, subprovision, Section or subsection of the Osmotica Disclosure Schedule or Vertical/Trigen Disclosure Schedule, as applicable, shall be deemed to be disclosed for each other provision, subprovision, Section or subsection of the Osmotica Disclosure Schedule or Vertical/Trigen Disclosure Schedule, as applicable, to the extent it is reasonably apparent from the face of such disclosure that such disclosure is applicable to such other provision, subprovision, Section or subsection of the Osmotica Disclosure Schedule or Vertical/Trigen Disclosure Schedule, as applicable. No reference to or disclosure of any matter or item in this Agreement or in the Osmotica Disclosure Schedule or Vertical/Trigen Disclosure Schedule, as applicable, shall be construed as an admission or indication that such matter or item is material or that such matter or item is required to be referred to or disclosed in this Agreement. Without limiting the foregoing, no such reference to or disclosure of a possible breach or violation of any Contract, Law or Judgment shall be construed as an admission or indication that a breach or violation exists or has actually occurred. All Exhibits annexed hereto or referred to herein, and the Osmotica Disclosure Schedule and Vertical/Trigen Disclosure Schedule, are hereby incorporated in and made a part of this Agreement as if set forth in full herein. Any capitalized terms used in the Osmotica Disclosure Schedule or Vertical/Trigen Disclosure Schedule, as applicable, or in any Exhibit but not otherwise defined therein, shall have the meaning as defined in this Agreement. References to defined terms in the singular shall include the plural and references to defined terms in the plural shall include the singular. “Extent” in the phrase “to the extent” means the degree to which a subject or other thing extends, and such phrase does not mean simply “if”. The descriptive headings of the several Articles and Sections of this Agreement, the Table of Contents to this Agreement and the Osmotica Disclosure Schedule and Vertical/Trigen Disclosure Schedule are inserted for convenience only, do not constitute a part of this Agreement and shall not affect in any way the meaning or interpretation of this Agreement. All references herein to “Articles”, “Sections”, “Exhibits”, “Schedules” or “Annexes” shall be deemed to be references to Articles or Sections hereof or Exhibits, Schedules or Annexes hereto unless otherwise indicated. The terms “hereof”, “herein”, “hereby” and derivative or similar words refer to this entire Agreement. Unless otherwise specified or where the context otherwise requires, (i) wherever used, the word “or” is used in the inclusive sense (and/or), (ii) references to a person are also to its permitted successors and assigns, (iii) references to a Law include any amendment or modification to such Law and any rules or regulations issued thereunder, in each case, as in effect at the relevant time of reference thereto, and (iv) references to monetary amounts are denominated in United States Dollars.

Interpretation; Certain Definitions. (a) Any matter set forth The parties have participated jointly in the negotiation and drafting of this Agreement. Consequently, in the event an ambiguity or question of intent or interpretation arises, this Agreement shall be construed as if drafted jointly by the parties hereto, and no presumption or burden of proof shall arise favoring or disfavoring any party by virtue of the authorship of any provision of this Agreement. Disclosure of any fact, circumstance or information in any provision, subprovision, Section or subsection of the Osmotica Company Disclosure Schedule Letter or Vertical/Trigen Parent Disclosure ScheduleLetter, as applicable, shall be deemed to be disclosed for each disclosure of such fact, circumstance or information with respect to all other provision, subprovision, Section or subsection Sections of the Osmotica Company Disclosure Schedule Letter or Vertical/Trigen Parent Disclosure ScheduleLetter where the applicability of such fact, as applicable, to the extent it circumstance or information is reasonably apparent from apparent. The inclusion of any item in the face Company Disclosure Letter or Parent Disclosure Letter shall not be deemed to be an admission or evidence of materiality of such disclosure that such disclosure is applicable to such other provisionitem, subprovision, Section or subsection nor shall it establish any standard of the Osmotica Disclosure Schedule or Vertical/Trigen Disclosure Schedule, as applicablemateriality for any purpose whatsoever. No reference disclosure in the Company Disclosure Letter relating to any possible breach or disclosure violation of any matter Contract or item in this Agreement or in the Osmotica Disclosure Schedule or Vertical/Trigen Disclosure Schedule, as applicable, Law shall be construed as an admission or indication that any such matter or item is material or that such matter or item is required to be referred to or disclosed in this Agreement. Without limiting the foregoing, no such reference to or disclosure of a possible breach or violation of any Contract, Law or Judgment shall be construed as an admission or indication that a breach or violation exists or has actually occurred. All Exhibits annexed hereto or referred to herein, and the Osmotica Disclosure Schedule and Vertical/Trigen Disclosure Schedule, are hereby incorporated When a reference is made in and made a part of this Agreement as if set forth in full herein. Any capitalized terms used in the Osmotica Disclosure Schedule to an Article, Section or Vertical/Trigen Disclosure ScheduleExhibit, as applicablesuch reference shall be to an Article or Section of, or in any an Exhibit but not otherwise defined thereinto, shall have the meaning as defined in this Agreement. References to defined terms in the singular shall include the plural and references to defined terms in the plural shall include the singular. “Extent” in the phrase “to the extent” means the degree to which a subject or other thing extends, and such phrase does not mean simply “if”. The descriptive headings of the several Articles and Sections of this Agreement, the Table unless otherwise indicated. The table of Contents to contents and headings for this Agreement and the Osmotica Disclosure Schedule and Vertical/Trigen Disclosure Schedule are inserted for convenience only, do not constitute a part of this Agreement reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement. All references herein to Whenever the words “Articles”, include,” “Sections”, “Exhibits”, “Schedulesincludes” or “Annexesincluding” are used in this Agreement, they shall be deemed to be references followed by the words “without limitation.” The words “hereof,” “herein,” “hereby,” “hereto” and “hereunder” and words of similar import when used in this Agreement shall refer to Articles or Sections hereof or this Agreement as a whole, including all Exhibits, Schedules or and Annexes hereto unless otherwise indicated. The terms “hereof”and Appendices, “herein”, “hereby” and derivative or similar words refer not to any particular provision of this entire Agreement. Unless otherwise specified or where All terms defined in this Agreement shall have the context otherwise requires, (i) wherever used, the word “or” is used in the inclusive sense (and/or), (ii) references to a person are also to its permitted successors and assigns, (iii) references to a Law include any amendment or modification to such Law and any rules or regulations issued thereunder, in each case, as in effect at the relevant time of reference thereto, and (iv) references to monetary amounts are denominated in United States Dollars.115

Interpretation; Certain Definitions. (a) Any matter set forth in any provision, subprovision, Section or subsection of the Osmotica Disclosure Schedule or Vertical/Trigen Disclosure Schedule, as applicable, shall be deemed to be disclosed for each other provision, subprovision, Section or subsection of the Osmotica Disclosure Schedule or Vertical/Trigen Disclosure Schedule, as applicable, to the extent it is reasonably apparent from the face of such disclosure that such disclosure is applicable to such other provision, subprovision, Section or subsection of the Osmotica Disclosure Schedule or Vertical/Trigen Disclosure Schedule, as applicable. No reference to or disclosure of any matter or item in this Agreement or in the Osmotica Seller Disclosure Schedule or Vertical/Trigen Purchaser Disclosure Schedule, as applicable, shall be construed as an admission or indication that such matter or item is material or that such matter or item is required to be referred to or disclosed in this Agreement. Without limiting the foregoing, no such reference to or disclosure of a possible breach or violation of any Contract, Law or Judgment shall be construed as an admission or indication that a breach or violation exists or has actually occurred. All Exhibits annexed hereto or referred to herein, and the Osmotica Seller Disclosure Schedule and Vertical/Trigen Purchaser Disclosure Schedule, are hereby incorporated in and made a part of this Agreement as if set forth in full herein. Any capitalized terms used in the Osmotica Seller Disclosure Schedule or Vertical/Trigen Purchaser Disclosure Schedule, as applicable, or in any Exhibit but not otherwise defined therein, shall have the meaning as defined in this Agreement. References to defined terms in the singular shall include the plural and references to defined terms in the plural shall include the singular. “Extent” in the phrase “to the extent” means the degree to which a subject or other thing extends, and such phrase does not mean simply “if”. “Including” (and, with correlative meaning, “include”) means including, without limiting the generality of any description preceding or succeeding such term, and the rule of ejusdem generis will not be applicable to limit a general statement preceded, followed by or referable to an enumeration of specific matters, to matters similar to those specifically mentioned. The descriptive headings of the several Articles and Sections of this Agreement, the Table of Contents to this Agreement and the Osmotica Seller Disclosure Schedule and Vertical/Trigen Purchaser Disclosure Schedule are inserted for convenience only, do not constitute a part of this Agreement and shall not affect in any way the meaning or interpretation of this Agreement. All references herein to “Articles”, ,” “Sections”, ,” “Exhibits”, “Schedules” or “AnnexesSchedules” shall be deemed to be references to Articles or Sections hereof of this Agreement or Exhibits, Exhibits or Schedules or Annexes hereto unless otherwise indicated. The terms “hereof”, ,” “herein”, ,” “hereby” and derivative or similar words refer to this entire Agreement. Unless otherwise specified or All accounting terms used herein and not expressly defined herein shall have the meanings given to them under GAAP. Except where the context otherwise requires, (i) wherever used, the word “or” is used in the inclusive sense (and/or). To extent that there shall be a conflict between the provisions of this Agreement and the provisions of any Ancillary Agreement, (ii) references this Agreement shall control with respect to a person are also to its permitted successors and assigns, (iii) references to a Law include any amendment or modification to such Law and any rules or regulations issued thereunder, in each case, as in effect at the relevant time of reference thereto, and (iv) references to monetary amounts are denominated in United States Dollarsall matters.

Interpretation; Certain Definitions. (a) Any matter set forth in any provision, subprovision, Section or subsection of the Osmotica Seller Disclosure Schedule or Vertical/Trigen Disclosure Schedule, as applicable, shall be deemed to be disclosed for each other provision, subprovision, Section or subsection of the Osmotica Seller Disclosure Schedule or Vertical/Trigen Disclosure Schedule, as applicable, to the extent it is reasonably apparent from the face of such disclosure that such disclosure is applicable to such other provision, subprovision, Section or subsection of the Osmotica Disclosure Schedule or Vertical/Trigen Seller Disclosure Schedule, as applicable. No reference to or disclosure of any matter or item in this Agreement or in the Osmotica Seller Disclosure Schedule or Vertical/Trigen Disclosure Schedule, as applicable, shall be construed as an admission or indication that such matter or item is material or that such matter or item is required to be referred to or disclosed in this Agreement. Without limiting the foregoing, no such reference to or disclosure of a possible breach or violation of any Contract, Law or Judgment shall be construed as an admission or indication that a breach or violation exists or has actually occurred. All Exhibits annexed hereto or referred to herein, and the Osmotica Disclosure Schedule and Vertical/Trigen Seller Disclosure Schedule, are hereby incorporated in and made a part of this Agreement as if set forth in full herein. Any capitalized terms used in the Osmotica Disclosure Schedule or Vertical/Trigen Seller Disclosure Schedule, as applicable, or in any Exhibit but not otherwise defined therein, shall have the meaning as defined in this Agreement. References to defined terms in the singular shall include the plural and references to defined terms in the plural shall include the singular. “Extent” in the phrase “to the extent” means the degree to which a subject or other thing extends, and such phrase does not mean simply “if”. The descriptive headings of the several Articles and Sections of this Agreement, the Table of Contents to this Agreement and the Osmotica Disclosure Schedule and Vertical/Trigen Seller Disclosure Schedule are inserted for convenience only, do not constitute a part of this Agreement and shall not affect in any way the meaning or interpretation of this Agreement. All references herein to “Articles”, “Sections”, “Exhibits”, “Schedules” or “AnnexesSchedules” shall be deemed to be references to Articles or Sections hereof or Exhibits, Exhibits or Schedules or Annexes hereto unless otherwise indicated. The terms “hereof”, “herein”, “hereby” and derivative or similar words refer to this entire Agreement. Unless otherwise specified All accounting terms used herein and not expressly defined herein shall have the meanings given to them under GAAP. Any Proceeding that has been initiated, but with respect to which proper process has not been served on the Transferred Subsidiary or where KI shall be deemed to be “threatened” rather than “pending.” Any reference to one or more (in any combination) of the property, assets or rights of a person shall, unless the context otherwise requiresexpressly requires otherwise, (i) wherever usedbe deemed to be a reference to the property, the word “or” is used in the inclusive sense (and/or)assets and rights of such person, (ii) references to a person are also to its permitted successors and assigns, (iii) references to a Law include any amendment or modification to such Law and any rules or regulations issued thereunder, in each case, as in effect at the relevant time of reference thereto, and (iv) references to monetary amounts are denominated in United States Dollarstaken collectively.

Interpretation; Certain Definitions. (a) Any matter set forth in any provision, subprovision, Section or subsection of the Osmotica Seller Disclosure Schedule or Vertical/Trigen Disclosure Schedule, as applicable, shall be deemed to be disclosed for each other provision, subprovision, Section or subsection of the Osmotica Seller Disclosure Schedule or Vertical/Trigen Disclosure Schedule, as applicable, to the extent it is reasonably apparent from the face of such disclosure that such disclosure is applicable to such other provision, subprovision, Section or subsection of the Osmotica Disclosure Schedule or Vertical/Trigen Seller Disclosure Schedule, as applicable. No Inclusion of a reference to or disclosure of any matter or item in this Agreement or in the Osmotica Seller Disclosure Schedule or Vertical/Trigen Disclosure Schedule, as applicable, (i) shall not be construed as an admission or indication that such matter or item is material or that such matter or item is required to be referred to or disclosed, nor shall it be deemed to establish a standard of materiality now or in the future (it being the intent that neither Seller, Purchaser nor any of their respective affiliates, as applicable, shall be penalized for having disclosed more than may be required by the request); (ii) does not represent a determination by Seller, Purchaser or any of their respective affiliates, as applicable, that such matter or item did not arise in the ordinary course; (iii) shall not imply that such matter or item constitutes or would constitute a Material Adverse Effect by the criteria set forth in this AgreementAgreement and (iv) shall not imply that disclosure of such matter or item is required by Law or by any Governmental Entity. Without limiting the foregoing, no such reference to or disclosure of a possible breach or violation of any Contract, Law or Judgment shall be construed as an admission or indication that a breach or violation exists or has actually occurred. All Exhibits annexed hereto or referred to herein, and the Osmotica Disclosure Schedule and Vertical/Trigen Seller Disclosure Schedule, are hereby incorporated in and made a part of this Agreement as if set forth in full herein. Any capitalized terms term used in the Osmotica Disclosure Schedule or Vertical/Trigen Seller Disclosure Schedule, as applicable, or in any Exhibit but not otherwise defined therein, shall have the meaning as defined assigned to such term in this Agreement, if any. References to defined terms in the singular shall include the plural and references to defined terms in the plural shall include the singular. “Extent” in the phrase “to the extent” means the degree to which a subject or other thing extends, and such phrase does not mean simply “if”. .” The descriptive headings of the several Articles and Sections of this Agreement, the Table of Contents to this Agreement and the Osmotica Disclosure Schedule and Vertical/Trigen Seller Disclosure Schedule are inserted for convenience only, do not constitute a part of this Agreement and shall not affect in any way the meaning or interpretation of this Agreement. All references herein to “Articles”, ,” “Sections”, ,” “Exhibits”, “Schedules” or “AnnexesSchedules” shall be deemed to be references to Articles or Sections hereof or Exhibits, Exhibits or Schedules or Annexes hereto unless otherwise indicated. The terms “hereof”, ,” “herein”, ,” “hereby” and derivative or similar words refer to this entire Agreement. Unless otherwise specified References (x) to any statute shall be deemed to refer to such statute as amended from time to time and to any rules or regulations promulgated thereunder and (y) to any Contract are to that Contract as amended, modified or supplemented from time to time in accordance with the terms hereof and thereof. Except where the context otherwise requires, (i) wherever used, the word “or” is used in the inclusive sense (and/or). Any references in this Agreement to dollars, (ii) references or to a person $ are also to its permitted successors and assigns, (iii) references to a Law include any amendment or modification to such Law and any rules or regulations issued thereunder, expressed in each case, as in effect at the relevant time currency of reference thereto, and (iv) references to monetary amounts are denominated in the United States DollarsStates.