Best Knowledge. As used herein, an individual will be deemed to have "best knowledge" of a particular fact or other matter if: (a) such individual is actually aware of such fact or other matter; (b) a prudent individual could be expected to discover or otherwise become aware of such fact or other matter in the course of conducting a reasonably comprehensive investigation concerning the existence of such fact or other matter; or (c) it relates to any matter of Law. A corporation or entity (other than an individual) will be deemed to have "best knowledge" of a particular fact or other matter if any individual who is serving, or who has at any time served, as a director, officer, employee, agent, partner, executor, or trustee of such corporation or entity (or in any similar capacity) has, or at any time had, knowledge of such fact or other matter. Without limiting the generality of the foregoing, each individual listed on Schedule 1 hereto shall be deemed to have knowledge of any fact or matter of which the Company has knowledge as provided above.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Fusion Telecommunications International Inc), Stock Purchase Agreement (Fusion Telecommunications International Inc), Stock Purchase Agreement (Fusion Telecommunications International Inc)
Best Knowledge. As used herein, an individual will be deemed to have -------------- "best knowledge" of a particular fact or other matter if:
(a) such individual is actually aware of such fact or other matter;
(b) a prudent individual could be expected to discover or otherwise become aware of such fact or other matter in the course of conducting a reasonably comprehensive investigation concerning the existence of such fact or other matter; or
(c) it relates to any matter of Law. A corporation or entity (other than an individual) will be deemed to have "best knowledge" of a particular fact or other matter if any individual who is serving, or who has at any time served, as a director, officer, employee, agent, partner, executor, or trustee of such corporation or entity (or in any similar capacity) has, or at any time had, knowledge of such fact or other matter. Without limiting the generality of the foregoing, each individual listed on Schedule 1 2.9 hereto shall be deemed to have knowledge of any fact or matter of ------------ which the Company has knowledge as provided above.
Appears in 1 contract
Samples: Stock Purchase Agreement (CMG Information Services Inc)