Knowledge and belief Clause Samples

The 'Knowledge and belief' clause defines the standard by which a party's statements or representations are made, indicating that they are based on what the party actually knows and genuinely believes to be true at the time. In practice, this clause limits the scope of warranties or disclosures to the information that is within the party's actual awareness, rather than requiring exhaustive investigation or guaranteeing absolute accuracy. Its core function is to allocate risk fairly by clarifying that a party is not liable for unknown or unknowable facts, thereby ensuring that representations are reasonable and based on honest understanding.
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Knowledge and belief. Any statement made by a party on the basis of its knowledge, information, belief or awareness, is made on the basis that the party has, in order to establish that the statement is accurate and not misleading in any material respect, made all reasonable enquiries of its officers, managers and employees who could reasonably be expected to have information relevant to matters to which the statement relates.
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Knowledge and belief. In the case of any representation or warranty set forth in this Section 2 that is stated to be "to the best knowledge and belief", "to the knowledge and belief", "to the knowledge" or "to the actual knowledge" of the Company, the Company acknowledges that, unless otherwise expressly provided herein with respect to the applicable representation or warranty, the Company shall have made all reasonable inquiries necessary to determine the truth or falsity of the representation or warranty so qualified.
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Knowledge and belief. References to the knowledge or belief of the Company mean the actual knowledge or belief of members of senior management of the Company.
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Knowledge and belief. Any statement made by a party on the basis of its knowledge, information, belief or awareness, is made on the basis that the party has, in order to establish that the statement is accurate and not misleading in any material respect, made all reasonable enquiries of its officers, managers and employees who could reasonably be expected to have information relevant to matters to which the statement relates. 17 July 2020 Announcement Date 7 August 2020 Lodgement Date Date EZL lodges Bidder’s Statement with ASIC and serves it on Hartleys and ASX 10 August 2020 Register Date Date set by EZL pursuant to section 633(3) of the Corporations Act 11 August 2020 Offer Date EZL despatch the Bidder’s Statement to ▇▇▇▇▇▇▇▇ Shareholders Mid-to-late August Date Hartleys lodges Target’s Statement with ASIC and serves it on EZL and ASX Mid-to-late ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ despatch the Target's Statement to ▇▇▇▇▇▇▇▇ Shareholders.
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Knowledge and belief. Any statement made by a party on the basis of its knowledge, information, belief or awareness, is made on the basis that the party has, in order to establish that the statement is accurate and not misleading in any material respect, made all reasonable enquiries of its officers, managers and employees who could reasonably be expected to have information relevant to matters to which the statement relates. 23 October 2020 Lodgement Date Date Intiger lodges Bidderˇs Statement with ASIC and serves it on Complii and ASX 23 October 2020 Date Complii lodges Targetˇs Statement with ASIC and serves it on Intiger 23 October 2020 Register Date Date set by Intiger pursuant to section 633(3) of the Corporations Act 26 October 2020 Takeover Offer Date Intiger despatch the Bidderˇs Statement to Complii Shareholders 26 October 2020 Date Complii despatch the Target's Statement to Complii Shareholders.
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Knowledge and belief. The Warranties or other statements made by a Major Vendor on the basis of the best of their knowledge, information, belief or awareness, are made on the basis that that Major Vendor has, in order to establish that the Warranty or statement is accurate and not misleading in any material respect, made all reasonable enquiries of their and each relevant Group Entity's officers, managers and employees who could reasonably be expected to have information relevant to matters to which the Warranty or statement relates.
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Knowledge and belief. All references to “Seller’s knowledge and belief” refer only to the knowledge and belief of the Company's Board of Directors, and the Company’s officers.
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Knowledge and belief. For purposes of this Agreement, all references to "the best of knowledge and belief" or "knowledge," or any variation thereof with regard to Shore and the Shore Shareholders shall be limited to the actual knowledge of Stev▇ ▇. ▇▇▇▇▇ ▇▇ W. Tim ▇▇▇▇▇▇ ▇▇▇ shall exclude any actual or imposed knowledge of any other person.
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Related to Knowledge and belief

  • 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.

  • Knowledge and Experience The Purchaser has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of an investment in the Securities and of protecting its interests in connection with an acquisition of the Securities.

  • Full Knowledge By their signatures, the parties acknowledge that they have carefully read and fully understand the terms and conditions of this Agreement, that each party has had the benefit of counsel, or has been advised to obtain counsel, and that each party has freely agreed to be bound by the terms and conditions of this Agreement.

  • Duty to Make Inquiry To the extent that any of the representations or warranties in this Article II are qualified by “knowledge” or “belief,” the Company represents and warrants that it has made due and reasonable inquiry and investigation concerning the matters to which such representations and warranties relate, including, but not limited to, diligent inquiry of its directors, officers and key personnel.

  • Knowledge of Default It is expressly understood and agreed that the Agent shall be entitled to assume that no Default or Event of Default has occurred and is continuing, unless the officers of the Agent immediately responsible for matters concerning this Agreement shall have received a written notice from a Lender or the Borrower specifying such Default or Event of Default and stating that such notice is a “notice of default”. Upon receiving such a notice, the Agent shall promptly notify each Lender of such Default or Event of Default and provide each Lender with a copy of such notice and shall endeavor to provide such notice to the Lenders within three (3) Business Days (but without any liability whatsoever in the event of its failure to do so). The Agent shall also furnish the Lenders, promptly upon receipt, with copies of all other notices or other information required to be provided by the Borrower hereunder.