Common use of Materiality Scrape Clause in Contracts

Materiality Scrape. For purposes of calculating the amount of any Losses incurred in connection with a breach of any representation or warranty (but not a determination as to whether a breach has occurred), any references to “materiality” or “Material Adverse Effect” shall be disregarded.

Appears in 2 contracts

Sources: Stock Purchase Agreement (API Technologies Corp.), Stock Purchase Agreement (Measurement Specialties Inc)

Materiality Scrape. For purposes of calculating the amount of any Losses incurred in connection with determining whether there has been a breach of any representation or warranty and calculating Losses, all materiality qualifiers (but not a determination as to whether a breach has occurred), any references to “materiality” or including “Material Adverse Effect”) in the representations and warranties shall be disregarded.

Appears in 2 contracts

Sources: Investment and Share Purchase Agreement (VisionWave Holdings, Inc.), Share Purchase Agreement (VisionWave Holdings, Inc.)

Materiality Scrape. For purposes of calculating determining the existence and amount of any Losses incurred in connection with (but not for determining whether a breach of any representation or warranty (but not a determination as to whether a breach has occurredwas made), any references to “materiality” or “, Material Adverse Effect” shall , and similar qualifiers in the representations and warranties will be disregarded.

Appears in 1 contract

Sources: Share Purchase Agreement (Crisp Momentum Inc.)