Common use of Knowledge Convention Clause in Contracts

Knowledge Convention. Whenever any statement herein or in any Schedule, Exhibit, certificate or other document delivered to any party pursuant to this Agreement is made “to the knowledge” of a party hereto or words of similar intent, such statement shall be deemed to be made to the actual knowledge of the party, but without any representation that the party has made due or any inquiry of any individuals within the organization of any corporate Seller or Covenantor that would be reasonably likely to have information regarding the matter in question.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Spartan Gold Ltd.), Asset Purchase Agreement (Standard Gold), Asset Purchase Agreement (Princeton Acquisitions Inc)

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Knowledge Convention. Whenever any statement herein or in any Scheduleschedule, Exhibitexhibit, certificate or other document delivered to any party pursuant to this Agreement is made “to the knowledge” of a party hereto or words of similar intent, such statement shall be deemed to be made to the actual knowledge of the party, but without any representation that persons identified on Schedule 9.3 after a reasonable investigation of the party has made due or any inquiry of any individuals within the organization of any corporate Seller or Covenantor that would be reasonably likely to have information regarding the subject matter in questionthereof.

Appears in 3 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Black Box Corp), Agreement and Plan of Merger (Norstan Inc)

Knowledge Convention. Whenever any statement herein or in any Scheduleschedule, Exhibitexhibit, certificate or other document documents delivered to any party pursuant to this Agreement is made "to the knowledge” of a party hereto " or "to the best knowledge" or words of similar intentintent or effect of any party or its representative, such person shall make such statement only after conducting a diligent investigation of the subject matter thereof, and each statement shall be deemed to be made to the actual knowledge of the party, but without any include a representation that the party such investigation has made due or any inquiry of any individuals within the organization of any corporate Seller or Covenantor that would be reasonably likely to have information regarding the matter in questionbeen conducted.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Cascade Corp), Asset Purchase Agreement (Goodman Conveyor Co), Asset Purchase Agreement (Affinity Entertainment Inc)

Knowledge Convention. Whenever any statement herein or in any Scheduleschedule, Exhibitexhibit, certificate or other document delivered to any party pursuant to this Agreement is made “to the knowledge” of a party hereto or words of similar intent, such statement shall be deemed to be made to the actual knowledge of the party, but without any representation that persons identified on Schedule 9.3 of the party has made due or any inquiry Company Disclosure Letter after a reasonable investigation of any individuals within the organization of any corporate Seller or Covenantor that would be reasonably likely to have information regarding the subject matter in questionthereof.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Foster L B Co), Agreement and Plan of Merger (Foster L B Co), Agreement and Plan of Merger (Foster L B Co)

Knowledge Convention. Whenever any statement herein or in any Scheduledisclosure schedule, Exhibitexhibit, certificate or other document delivered to any party pursuant to this Agreement is made “to the knowledge” of a party hereto (or words of similar intentintent or effect) of any party or its representative, such Person shall make such statement shall be deemed to be made only if such facts and other information, as of the date the representation is given, are actually known to the actual party making such statement, which, with respect to Persons that are corporations or limited liability companies, means the knowledge of the party, but without any representation that the party has made due or any inquiry of any individuals within the organization of any corporate Seller or Covenantor that would be reasonably likely to have information regarding the matter in questionits executive officers.

Appears in 3 contracts

Samples: Transaction Agreement, Transaction Agreement (Hexion Specialty Chemicals, Inc.), Transaction Agreement (Borden Chemical Inc)

Knowledge Convention. Whenever any statement herein or in any Scheduleschedule, Exhibitexhibit, certificate or other document delivered to any party by a Party pursuant to this Agreement is made “to the knowledge” of a party hereto ”, or words statements of similar intenteffect, such statement shall be deemed to be made to mean the actual knowledge of the party, but without any representation executive officers of that the party has made due or any inquiry of any individuals within the organization of any corporate Seller or Covenantor that would be reasonably likely to have information regarding the matter in questionParty.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Lieberman Martin), Asset Purchase Agreement (Tefron LTD)

Knowledge Convention. Whenever any statement herein or in any Scheduleschedule, Exhibitexhibit, certificate or other document documents delivered to any party pursuant to this Agreement is made "to the knowledge” of a party hereto " or "to best knowledge" or words of similar intentintent or effect, such statement shall refer to the actual knowledge of those persons listed on Schedule 9.15, after due inquiry, and each such statement shall be deemed to be made to the actual knowledge of the party, but without any include a representation that the party such inquiry has made due or any inquiry of any individuals within the organization of any corporate Seller or Covenantor that would be reasonably likely to have information regarding the matter in questionbeen made.

Appears in 2 contracts

Samples: Stock Purchase Agreement (General Inspection Laboratories Inc), Stock Purchase Agreement (Watkins Johnson Co)

Knowledge Convention. Whenever any statement herein or in any Schedule, Exhibit, certificate or other document delivered to any party Party pursuant to this Agreement is made "to the its knowledge” of a party hereto " or "to its best knowledge" or words of similar intentintent or effect of any Party or its representative, such Person shall make such statement only after conducting a diligent investigation of the subject matter thereof, and each statement shall be deemed to be made to the actual knowledge of the party, but without any include a representation that the party such investigation has made due or any inquiry of any individuals within the organization of any corporate Seller or Covenantor that would be reasonably likely to have information regarding the matter in questionbeen conducted.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Medix Resources Inc), Asset Purchase Agreement (Ramp Corp)

Knowledge Convention. Whenever any statement herein or in any Scheduleschedule, Exhibitexhibit, certificate or other document documents delivered to any party pursuant to this Agreement is made "to the its knowledge” of a party hereto " or "to its best knowledge" or words of similar intentintent or effect of any party or its representative, such person shall make such statement only after conducting a diligent investigation of the subject matter thereof, and each statement shall be deemed to be made to the actual knowledge of the party, but without any include a representation that the party such investigation has made due or any inquiry of any individuals within the organization of any corporate Seller or Covenantor that would be reasonably likely to have information regarding the matter in questionbeen conducted.

Appears in 2 contracts

Samples: Share Exchange Agreement (Americomm Resources Corp), Common Stock Exchange Agreement (Spacedev Inc)

Knowledge Convention. Whenever any statement herein or in any Scheduleschedule, Exhibitexhibit, certificate or other document documents delivered to any party either Party pursuant to this Agreement is made “to the its knowledge” of a party hereto or “to its best knowledge” or words of similar intentintent or effect of either Party or its Representative, such person shall make such statement shall be deemed to be made to the actual knowledge only after conducting a reasonable investigation of the party, but without any representation that the party has made due or any inquiry of any individuals within the organization of any corporate Seller or Covenantor that would be reasonably likely to have information regarding the subject matter in questionthereof.

Appears in 1 contract

Samples: Asset Purchase and Redemption Agreement (Landos Biopharma, Inc.)

Knowledge Convention. Whenever any statement herein or in any Scheduleschedule, Exhibitexhibit, certificate or other document documents delivered to any party pursuant to this Agreement is made "to the its knowledge” of a party hereto " or "to its best knowledge" or words of similar intentintent or effect of any party or its representative, such person shall make such statement only after conducting a diligent investigation of the subject matter that of, and each statement shall be deemed to be made to the actual knowledge of the party, but without any include a representation that the party such investigation has made due or any inquiry of any individuals within the organization of any corporate Seller or Covenantor that would be reasonably likely to have information regarding the matter in questionbeen conducted.

Appears in 1 contract

Samples: Share Acquisition Agreement (Spacedev Inc)

Knowledge Convention. Whenever any statement herein or in any Scheduleschedule, Exhibitexhibit, certificate or other document documents delivered to any party either Party pursuant to this Agreement is made “to the its knowledge” of a party hereto or “to its best knowledge” or words of similar intentintent or effect of either Party or its representative, such person shall make such statement only after conducting a diligent investigation of the subject matter thereof, and each statement shall be deemed to be made to the actual knowledge of the party, but without any include a representation that the party such investigation has made due or any inquiry of any individuals within the organization of any corporate Seller or Covenantor that would be reasonably likely to have information regarding the matter in questionbeen conducted.

Appears in 1 contract

Samples: Asset Purchase and Redemption Agreement (Cerus Corp)

Knowledge Convention. Whenever any statement herein or in any Schedule, Exhibit, certificate or other document delivered to any party pursuant to this Agreement is made “to the Seller’s knowledge” of a party hereto or “to Purchaser’s knowledge” or words of similar intentintent or effect of any party or its representative, such statement shall be deemed to be made to the actual best knowledge of the partyparty and, but without any to the extent applicable, its senior management, and shall in all cases be deemed to include a representation that a reasonable investigation of the party subject matter thereof has made due or any inquiry of any individuals within the organization of any corporate Seller or Covenantor that would be reasonably likely to have information regarding the matter in questionbeen conducted.

Appears in 1 contract

Samples: Asset Purchase Agreement (Datalink Corp)

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Knowledge Convention. Whenever any statement herein or in any Scheduleschedule, Exhibitexhibit, certificate or other document delivered to any party Party pursuant to this Agreement is made by any Party or its representative “to the its knowledge,of a party hereto or words of similar intent, such statement shall be deemed to be made to mean the actual knowledge of the party, but without any representation that officers of each Party directly associated with this Agreement and the party has made Transactions after due or any inquiry of any individuals within the organization of any corporate Seller or Covenantor that would be reasonably likely to have information regarding the matter in questioninquiry.

Appears in 1 contract

Samples: Asset Purchase Agreement (Raptor Pharmaceuticals Corp.)

Knowledge Convention. Whenever any statement herein or in any Schedule, Exhibit, certificate or other document delivered to any party pursuant to this Agreement is made to the knowledge,of a party hereto or words of similar intentintent or effect, of any party or its representative, such statement shall be deemed to be made to the actual best knowledge of the partyparty and, but without any to the extent applicable, its senior management, which in the case of the Seller shall be exclusively the Shareholder, and shall in all cases be deemed to include a representation that a reasonable investigation of the party subject matter thereof has made due or any inquiry of any individuals within the organization of any corporate Seller or Covenantor that would be reasonably likely to have information regarding the matter in questionbeen conducted.

Appears in 1 contract

Samples: Asset Purchase Agreement (Nortech Systems Inc)

Knowledge Convention. Whenever any statement herein or in any Scheduleschedule, Exhibitexhibit, certificate or other document delivered to any party pursuant to this Agreement is made "to the knowledge" of a party hereto or words of similar intent, such statement shall be deemed to be made to the actual knowledge of the party, but without any representation that persons identified on Schedule 9.3 of the party has made due or any inquiry Company Disclosure Letter after a reasonable investigation of any individuals within the organization of any corporate Seller or Covenantor that would be reasonably likely to have information regarding the subject matter in questionthereof.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Portec Rail Products Inc)

Knowledge Convention. Whenever any statement herein or in any Scheduleschedule, Exhibitexhibit, certificate or other document documents delivered to any party pursuant to this Agreement is made "to the knowledge” knowledge of a party hereto Seller" or "to the knowledge of Seller" or words of similar intentintent or effect, such statement shall be deemed to be made to means the current actual knowledge of the partyparties, but in each case without any representation that the party has made due independent inquiry or any inquiry of any individuals within the organization of any corporate Seller or Covenantor that would be reasonably likely to have information regarding the matter in questioninvestigation.

Appears in 1 contract

Samples: Asset Purchase Agreement (Sco Group Inc)

Knowledge Convention. Whenever any statement herein or in any Scheduleschedule, Exhibitexhibit, certificate or other document delivered to any party pursuant to this Agreement is made “to the knowledge” of a party hereto or words of similar intent, such statement shall be deemed to be made to the actual best knowledge of the partyparty and, but without any to the extent applicable, its directors and management, and shall in all cases be deemed to include a representation that a reasonable investigation of the party subject matter thereof has made due or any inquiry of any individuals within the organization of any corporate Seller or Covenantor that would be reasonably likely to have information regarding the matter in questionbeen conducted.

Appears in 1 contract

Samples: Asset Purchase Agreement (Uron Inc)

Knowledge Convention. Whenever any statement herein or in any Schedule, Exhibit, certificate or other document delivered to any party pursuant to this Agreement is made “to the knowledge” of a party hereto or words of similar intent, such statement shall be deemed to be made to the actual knowledge of the party, but without any representation that the party has made due or any inquiry of any individuals within the organization of any corporate Seller or Covenantor that would be reasonably likely to have information regarding the matter in question.

Appears in 1 contract

Samples: Mineral Claim Purchase Agreement

Knowledge Convention. Whenever any statement herein or in any Scheduleschedule, Exhibitexhibit, certificate or other document documents delivered to any party pursuant to this Agreement is made "to the its knowledge” of a party hereto " or "to its best knowledge" or words of similar intentintent or effect of any party or its representative, such statement person shall be deemed under no duty to be made to the actual knowledge of the party, but without any representation that the party has made due or any inquiry of any individuals within the organization of any corporate Seller or Covenantor that would be reasonably likely to have information regarding the matter in questioninvestigate such matter.

Appears in 1 contract

Samples: Purchase and Sales Agreement (Citadel Environmental Group Inc)

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