Materiality Scrape definition

Materiality Scrape means, with respect to any representation or warranty that includes any qualification, exception or limitation that uses the term “Material Adverse Effect”, “material adverse effect”, “material”, “materially” or “in all material respects”, that none of those qualifications, exceptions or limitations is given any effect and the representation or warranty will be interpreted as if those terms were not included; provided that, for the avoidance of doubt, the Materiality Scrape does not apply to: (i) the phrase “in all material respects” with respect to the fair presentation of any financial statement prepared in accordance with GAAP; (ii) any defined term (including “Company Material Adverse Effect”, “Country Segment-Level Material Adverse Effect”, “Purchaser Material Adverse Effect”, “Company Material Contract” or “Material Lease”) and any reference in any defined term to “Material Adverse Effect”, “material adverse effect”, “material”, “materially” or “in all material respects”; or (iii) any term or provision of this Agreement that is not a representation or warranty, including any covenant, agreement, condition or rule of construction.
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Materiality Scrape has the meaning set forth in Section 6.7(d).
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Materiality Scrape means, with respect to any representation or warranty that includes any qualification, exception or limitation that use the term “Material Adverse Effect”, “material adverse effect”, “material”, “materially” or “in all material respects”, that none of those qualifications, exceptions or limitations is given any effect and the representation or warranty will be interpreted as if those terms were not included; provided, however, that, for the avoidance of doubt, the Materiality Scrape does not apply to (a) the phrase “in all material respects” with respect to the fair presentation of any financial statement prepared in accordance with IFRS; (b) the representations contained in Section 4.7(a); (c) any defined terms (including “Material Adverse Effect”) and any reference in any defined term to “Material Adverse Effect”, “material adverse effect”, “material”, “materially” or “in all material respects”; or (d) any term or provision of this Agreement that is not a representation or warranty, including any covenant, agreement, condition or rule of construction.
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Examples of Materiality Scrape in a sentence

  • For purposes of calculating the amount of any Losses resulting from a breach of any representation or warranty of this Agreement, and for purposes of determining whether any such breach has occurred, all limitations and qualifications relating to “materiality” or “Company Material Adverse Effect” contained in any representation or warranty of the Company contained in this Agreement shall be disregarded, other than with respect to the Materiality Scrape Exceptions.

  • The Materiality Scrape (i) shall not apply to the representations contained in Sections 4.7(b), 4.18(a), and the first sentence of Section 4.24, and (ii) shall not apply to references to “Material Contracts” and will be disregarded in the definition of “Company Material Adverse Effect”.

Related to Materiality Scrape

  • materiality means the point at which the net asset value of the Share class is impacted to the extent described in Section 2.04(a)(iii) below;

  • Materiality Threshold means limits for related party transactions beyond which the shareholders' approval will be required as specified in Companies Act, 2013 and rules thereof and amendments thereto.

  • Manufacturer’s Warranty means the warranty supplied from time to time by the manufacturer of the Goods as at the date of the acceptance of the Statement of Work; “PPSA” means the Personal Property Securities ▇▇▇ ▇▇▇▇; “Price” means the amount specified within each Statement of Work (subject to any Variation) or as otherwise specified from the Company to the Customer representing the cost for the Works; “Related Work” means any additional building, carpentry, painting, plastering, plumbing or other work or other trades that the Customer requires, which are not to be carried out by the Company; “Services” means the services provided by the Company to the Customer as part of the Works, which may include without limitation the installation of Goods; “Services Delay Charge” means the services delay charge (if any) set out in the Statement of Work; “Services Interruption Event” means any interruption to a Works caused by; a Force Majeure Event, the Customer’s failure to carry out or perform any obligation required of it under this agreement which in the sole opinion of the Company does or may cause a delay in the Works and any other matter which in the reasonable opinion of the Company will cause an interruption or delay in the performance of the Works; “Statement of Work” means the details outlining the provision of the Works, which statement can be delivered verbally or in writing (including email) and may include (where applicable) an estimate or quotation (as specifically expressed as the case) of costs; “Variation” means a change in the Statement of Work including the specifications, scope, time of supply, price or scale of the Works and such variation shall form part of this agreement; “Workmanship” means a good and high quality and standard of delivery in connection with the Services performed; “Works” means the supply of Goods and the provision of Services to the Customer as per each Statement of Work;

  • Data qualifier means a specified character (or string of characters) that immediately precedes a data field that defines the general category or intended use of the data that follows.

  • Seller’s Warranties means, in respect of a Seller, the warranties given by that Seller pursuant to Clause 9 and Schedule 13, and “Seller’s Warranty” means any one of them;