EXTECH's Knowledge Sample Clauses

EXTECH's Knowledge. Notwithstanding anything to the contrary contained in Article IV hereof, the Company's representations and warranties set forth in Article IV with respect to DCAP, the DCAP Agreement, Lang, Weinzimer xx xxx xxsiness, financial condition or operations of DCAP shall be limited to EXTECH's Knowledge and the Company shall not be liable for any inaccuracy in or incompleteness of any such representation and warranty if based on EXTECH's Knowledge as of the date when such representation and warranty was made such representation and warranty was true and correct in all material respects. WITNESS the execution of this Agreement as of the date first above written. EXTECH CORPORATION By:/s/ Morton L. Xxxxxxxxx -------------------------- Morton L. Xxxxxxxxx, Xxxxxxxxt EAGLE INSURANCE COMPANY By: /s/ Robert M. Xxxxxxx ------------------------- Name: Robert M. Xxxxxxx Title: Vice President SCHEDULE 8.8 Stockholder # of Shares Kevin Lang 2,575,000 Abraham Wexxxxxxx 2,575,000 Morton L. Xxxxxxxxx 1,486,893 Jay M. Hafx 1,580,393 ROBERT PLAX January 8, 1999 EXTECH CORPORATION Corporate Headquarters 90 Merrick Xxxxxx Xxxx Xxxxxx, N.Y 11554 Gentlemen: Reference is made to that certain Subscription Agreement, dated as of October 2, 1998, by and between EXTECH Corporation and Eagle Insurance Company (the "Agreement"). Each of the parties to the Agreement hereby agrees that paragraphs (b) and (c) of Section 13.1 of the Agreement are amended to substitute "February 28, 1999" for "December 31, 1998." Except as amended hereby, the provisions of the Agreement, as amended, shall continue in full force and effect. In consideration of the Eagle Insurance Company's ("Eagle") agreement to extend the above referenced Subscription Agreement, EXTECH, DCAP Insurance ("DCAP") and Eagle hereby mutually agree as follows:
Sample 1
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EXTECH's Knowledge. Notwithstanding anything to the contrary contained in Article IV hereof, the Company's representations and warranties set forth in Article IV with respect to DCAP, the DCAP Agreement, Lang, Xxxxxxxxx or the business, financial condition or operations of DCAP shall be limited to EXTECH's Knowledge and the Company shall not be liable for any inaccuracy in or incompleteness of any such representation and warranty if based on EXTECH's Knowledge as of the date when such representation and warranty was made such representation and warranty was true and correct in all material respects. WITNESS the execution of this Agreement as of the date first above written. EXTECH CORPORATION By: ------------------------------ Xxxxxx X. Xxxxxxxxx, President EAGLE INSURANCE COMPANY By: ------------------------------- Name: -------------------------- Title: -------------------------- SCHEDULE 8.8 Stockholder # of Shares Xxxxx Xxxx 2,575,000 Xxxxxxx Xxxxxxxxx 2,575,000 Xxxxxx X. Xxxxxxxxx 1,486,893 Xxx X. Xxxx 1,580,393
Sample 1

Related to EXTECH's Knowledge

  • Knowledge of Seller Where any representation or warranty contained in this Agreement is expressly qualified by reference to knowledge, Seller confirms that it has made or caused to be made due and diligent inquiry as to the matters that are the subject of such representations and warranties.

  • Seller’s Knowledge For purposes of this Agreement and any document delivered at Closing, whenever the phrase “to the best of Seller’s knowledge” or the “knowledge” of Seller or words of similar import are used, they shall be deemed to mean and are limited to the current actual knowledge only of Cxxxx Xxxxx, Kxxxx Xxxxxx and Txx Xxxxxxxxxx at the times indicated only, and not any implied, imputed or constructive knowledge of such individual(s) or of Seller or any Seller Related Parties (as defined in Section 3.7 below), and without any independent investigation or inquiry having been made or any implied duty to investigate, make any inquiries or review the Due Diligence Materials. Furthermore, it is understood and agreed that such individual(s) shall have no personal liability in any manner whatsoever hereunder or otherwise related to the transactions contemplated hereby.

  • Buyer’s Knowledge Buyer has no knowledge of any fact which results in any representation or warranty of Seller in Article 6 being breached. If after the date of this Agreement, Buyer obtains knowledge of any fact which results in any representation or warranty of Seller being breached, Buyer will promptly furnish Seller written notice thereof.

  • Purchaser’s Knowledge The Sellers shall not be liable for any Claim if and to the extent that the Purchaser or any of its Representatives is aware at the date of this Agreement of the fact, matter, event or circumstance which is the subject matter of the Claim.

  • Schedules; Knowledge Each party is presumed to have full knowledge of all information set forth in the other party's schedules delivered pursuant to this Agreement.

  • No Knowledge The Company has no knowledge of any event which would be more likely than not to have the effect of causing such Registration Statement to be suspended or otherwise ineffective.

  • Knowledge of the Company The term “Knowledge of the Company” shall mean the actual knowledge of the Company and the Sellers, with respect to the matter in question, and such knowledge as any of them reasonably should have obtained upon commercially reasonable inquiry of employees and contractors of the Company into the matter in question.

  • Best Knowledge Best Knowledge" shall mean both what a Person knew as well as what the Person should have known had the Person exercised reasonable diligence. When used with respect to a Person other than a natural person, the term "Best Knowledge" shall include matters that are known to the directors and officers of the Person.

  • Knowledge Whenever a representation or warranty or other statement in this Agreement (including, without limitation, Schedule I hereto) is made with respect to a Person's "knowledge," such statement refers to such Person's employees or agents who were or are responsible for or involved with the indicated matter and have actual knowledge of the matter in question.

  • Officer's Knowledge of Default Upon any Executive Officer of the Borrower obtaining knowledge of any Default or Event of Default hereunder or under any other obligation of the Borrower or any Subsidiary to any Lender, or any event, development or occurrence which could reasonably be expected to have a Material Adverse Effect, cause such officer or an Authorized Representative to promptly notify the Administrative Agent of the nature thereof, the period of existence thereof, and what action the Borrower or any Subsidiary proposes to take with respect thereto.

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