Common use of Materiality Standards Clause in Contracts

Materiality Standards. Once it has been determined that there ----------- --------- has been a breach of a representation, warranty or covenant of this Agreement, for purposes of the measure of harm under this Article IX, the existence and extent of any inaccuracy in or breach of such representation or warranty or covenant contained in this Agreement or in any certificate or instrument delivered pursuant to the express terms hereof shall be determined by reading such representation or warranty or covenant as if all materiality standards contained in such representation or warranty (i.e., without reference to the qualifiers "material," "materiality," "material to the Company taken as a whole," and "in all material respects" or similar qualifiers), had been deleted from such representation or warranty or covenant in their entirety.

Materiality Standards. Once it has been determined that there ----------- --------- has been a breach of a representation, warranty warranty, covenant, obligation or covenant undertaking of this Agreement, for purposes of the measure of harm under this Article IX9, the existence and extent of any inaccuracy in or breach of such representation or warranty or covenant contained in this Agreement or in any certificate or instrument delivered pursuant to the express terms hereof shall be determined by reading such representation or warranty or covenant as if all materiality standards contained in such representation or warranty (i.e., without reference to the qualifiers "“material," "” “materiality," "” “material to the Company taken as a whole," ” and "“in all material respects" ” or similar qualifiers), had been deleted from such representation or warranty or covenant in their entirety.