Common use of Knowledge of Company; Knowledge of SPAC Clause in Contracts

Knowledge of Company; Knowledge of SPAC. For all purposes of this Agreement, the phrase “to the Company’s knowledge” and “known by the Company” and any derivations thereof shall mean as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(a) of the Company Disclosure Schedules, after conducting reasonable and due inquiry. For all purposes of this Agreement, the phrase “to SPAC’s knowledge” and “to the knowledge of SPAC” and any derivations thereof shall mean as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(b) of the SPAC Disclosure Schedules, after conducting reasonable due inquiry. For the avoidance of doubt, none of the individuals set forth on Section 8.12(a) of the Company Disclosure Schedules or Section 8.12(b) of the SPAC Disclosure Schedules shall have any personal Liability or obligations regarding such knowledge.

Appears in 2 contracts

Samples: Business Combination Agreement (Valens Semiconductor Ltd.), Business Combination Agreement (PTK Acquisition Corp.)

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Knowledge of Company; Knowledge of SPAC. For all purposes of this Agreement, the phrase “to the Company’s knowledge” and “known by the Company” and any derivations thereof shall mean as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(a) of the Company Disclosure Schedules, after conducting assuming reasonable and due inquiry. For all purposes of this Agreement, the phrase “to SPAC’s knowledge” and “to the knowledge of SPAC” and any derivations thereof shall mean as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(b) of the SPAC Disclosure Schedules, after conducting assuming reasonable due inquiry. For the avoidance of doubt, none of the individuals set forth on Section 8.12(a) of the Company Disclosure Schedules or Section 8.12(b) of the SPAC Disclosure Schedules shall have any personal Liability or obligations regarding such knowledge.

Appears in 2 contracts

Samples: Business Combination Agreement (Software Acquisition Group Inc. II), Business Combination Agreement (Collective Growth Corp)

Knowledge of Company; Knowledge of SPAC. For all purposes of this Agreement, the phrase “to the Company’s knowledge” and “known by the Company” and any derivations thereof shall mean as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(a) of the Company Disclosure Schedules, after conducting reasonable and due inquiry. For all purposes of this Agreement, the phrase “to SPAC’s knowledge” and “to the knowledge of SPAC” and any derivations thereof shall mean as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(b) of the SPAC Disclosure Schedules, after conducting reasonable and due inquiry. For the avoidance of doubt, none of the individuals set forth on Section 8.12(a) of the Company Disclosure Schedules or Section 8.12(b) of the SPAC Disclosure Schedules shall have any personal Liability or obligations regarding such knowledge.

Appears in 2 contracts

Samples: Business Combination Agreement (Leibovitch Yoav), Business Combination Agreement (Endurance Acquisition Corp.)

Knowledge of Company; Knowledge of SPAC. For all purposes of this Agreement, the phrase “to the knowledge of the Company,” “to the Company’s knowledge” and “known by the Company” and any derivations thereof shall mean mean, as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(a) 8.12 of the Company Disclosure Schedules, after conducting reasonable and due inquiry. For all purposes of this Agreement, the phrase “to SPAC’s knowledge” and “to the knowledge of SPAC” and any derivations thereof shall mean mean, as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(b) 8.12 of the SPAC Disclosure Schedules, after conducting reasonable due inquiry. For the avoidance of doubt, none of the individuals set forth on Section 8.12(a) 8.12 of the Company Disclosure Schedules or Section 8.12(b) of the SPAC Disclosure Schedules shall have any personal Liability or obligations regarding such knowledge.

Appears in 1 contract

Samples: Business Combination Agreement and Plan of Reorganization (Phoenix Biotech Acquisition Corp.)

Knowledge of Company; Knowledge of SPAC. For all purposes of this Agreement, the phrase “to the Company’s knowledge” and “known by the Company” and any derivations thereof shall mean as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(a8.13(a) of the Company Disclosure Schedules, after conducting assuming reasonable and due inquiry. For all purposes of this Agreement, the phrase “to SPAC’s knowledge” and “to the knowledge of SPAC” and any derivations thereof shall mean as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(b8.13(b) of the SPAC Disclosure Schedules, after conducting assuming reasonable due inquiry. For the avoidance of doubt, none of the individuals set forth on Section 8.12(a8.13(a) of the Company Disclosure Schedules or Section 8.12(b8.13(b) of the SPAC Disclosure Schedules shall have any personal Liability or obligations regarding such knowledge.

Appears in 1 contract

Samples: Investment Agreement and Plan of Merger (USHG Acquisition Corp.)

Knowledge of Company; Knowledge of SPAC. For all purposes of this Agreement, the phrase “to the knowledge of the Company”, “to the Company’s knowledge” and “known by the Company” and any derivations thereof shall mean as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(a8.11(a) of the Company Disclosure Schedules, after conducting assuming reasonable and due inquiry. For all purposes of this Agreement, the phrase “to SPAC’s knowledge” and “to the knowledge of SPAC” and any derivations thereof shall mean as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(b8.11(b) of the SPAC Disclosure Schedules, after conducting assuming reasonable due inquiry. For the avoidance of doubt, none of the individuals set forth on Section 8.12(a8.11(a) of the Company Disclosure Schedules or Section 8.12(b8.11(b) of the SPAC Disclosure Schedules shall have any personal Liability or obligations regarding such knowledge.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mobiv Acquisition Corp)

Knowledge of Company; Knowledge of SPAC. For all purposes of this Agreement, the phrase phrases “to the Company’s knowledge” and “known by the Company” and any derivations thereof shall mean as of the applicable determination date, the actual knowledge of the individuals set forth on Section 8.12(a) 8.12 of the Company Disclosure Schedules, after conducting reasonable and due inquiry. For all purposes of this Agreement, the phrase phrases “to SPAC’s knowledge” and “to the knowledge of SPAC” and any derivations thereof shall mean as of the applicable determination date, the actual knowledge knowledge, after reasonable inquiry, of the individuals set forth on Section 8.12(b) 8.12 of the SPAC Disclosure Schedules, after conducting reasonable due inquiry. For the avoidance of doubt, none of the individuals no individual set forth on Section 8.12(a) 8.12 of the Company Disclosure Schedules or Section 8.12(b) 8.12 of the SPAC Disclosure Schedules shall have any personal Liability or obligations regarding such knowledge.

Appears in 1 contract

Samples: Transaction Agreement (Riverview Acquisition Corp.)

Knowledge of Company; Knowledge of SPAC. For all purposes of this Agreement, the phrase “to the Company’s knowledge” and “known by the Company” and any derivations thereof shall mean as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(a) of the Company Disclosure Schedules, after conducting assuming reasonable due inquiry and due inquiryinvestigation of his or her direct reports. For all purposes of this Agreement, the phrase “to SPAC’s knowledge” and “to the knowledge of SPAC” and any derivations thereof shall mean as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(b) of the SPAC Disclosure Schedules, after conducting assuming reasonable due inquiryinquiry and investigation of his or her direct reports. For the avoidance of doubt, none of the individuals set forth on Section 8.12(a) of the Company Disclosure Schedules or Section 8.12(b) of the SPAC Disclosure Schedules shall have any personal Liability or obligations regarding such knowledge.

Appears in 1 contract

Samples: Business Combination Agreement (Genesis Growth Tech Acquisition Corp.)

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Knowledge of Company; Knowledge of SPAC. For all purposes of this Agreement, the phrase “to the Company’s knowledge” and “known by the Company” and any derivations thereof shall mean mean, as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(a) 8.12 of the Company Disclosure Schedules, Schedules after conducting reasonable and due inquiry. For all purposes of this Agreement, the phrase “to SPAC’s knowledge” and “to the knowledge of SPAC” and any derivations thereof shall mean mean, as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(b) 8.12 of the SPAC Disclosure Schedules, after conducting reasonable due inquiry. For the avoidance of doubt, none of the individuals set forth on Section 8.12(a) 8.12 of the Company Disclosure Schedules or Section 8.12(b) of the SPAC Disclosure Schedules shall have any personal Liability or obligations regarding such knowledge.

Appears in 1 contract

Samples: Business Combination Agreement (Atlantic Coastal Acquisition Corp. II)

Knowledge of Company; Knowledge of SPAC. For all purposes of this Agreement, the phrase “to the Company’s knowledge” and “known by the Company” and any derivations thereof shall mean as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(a) 8.12 of the Company Disclosure Schedules, after conducting reasonable and due inquiry. For all purposes of this Agreement, the phrase “to SPAC’s knowledge” and “to the knowledge of SPAC” and any derivations thereof shall mean as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(b) 8.12 of the SPAC Disclosure Schedules, after conducting reasonable due inquiry. For the avoidance of doubt, none of the individuals set forth on Section 8.12(a) 8.12 of the Company Disclosure Schedules or Section 8.12(b) 8.12 of the SPAC Disclosure Schedules shall have any personal Liability or obligations regarding such knowledge.

Appears in 1 contract

Samples: Business Combination Agreement (Omnichannel Acquisition Corp.)

Knowledge of Company; Knowledge of SPAC. For all purposes of this Agreement, the phrase “to the Company’s knowledge” and “known by the Company” and any derivations thereof shall mean as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(a) of the Company Disclosure Schedules, after conducting reasonable and due inquiry. For all purposes of this Agreement, the phrase “to SPAC’s knowledge” and “to the knowledge of SPAC” and any derivations thereof shall mean as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(b) of the SPAC Disclosure Schedules, after conducting reasonable due inquiry. For the avoidance of doubt, none of the individuals set forth on Section 8.12(a) of the Company Disclosure Schedules or Section 8.12(b) of the SPAC Disclosure Schedules shall have any personal Liability or obligations regarding such knowledge.

Appears in 1 contract

Samples: Business Combination Agreement (Mount Rainier Acquisition Corp.)

Knowledge of Company; Knowledge of SPAC. For all purposes of this Agreement, the phrase “to the Company’s knowledge” and “known by the Company” and any derivations thereof shall mean as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(a10.12(a) of the Company Disclosure Schedules, after conducting assuming reasonable and due inquiry. For all purposes of this Agreement, the phrase “to SPAC’s knowledge” and “to the knowledge of SPAC” and any derivations thereof shall mean as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(b10.12(b) of the SPAC Disclosure Schedules, after conducting assuming reasonable due inquiry. For the avoidance of doubt, none of the individuals set forth on Section 8.12(a10.12(a) of the Company Disclosure Schedules or Section 8.12(b10.12(b) of the SPAC Disclosure Schedules shall have any personal Liability or obligations regarding such knowledge.

Appears in 1 contract

Samples: Transaction Agreement (DPCM Capital, Inc.)

Knowledge of Company; Knowledge of SPAC. For all purposes of this Agreement, the phrase “to the Company’s knowledge” and “known by the Company” and any derivations thereof shall mean mean, as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(a) 8.12 of the Company Disclosure Schedules, after conducting reasonable and due inquiry. For all purposes of this Agreement, the phrase “to SPAC’s knowledge” and “to the knowledge of SPAC” and any derivations thereof shall mean mean, as of the applicable date, the actual knowledge of the individuals set forth on Section 8.12(b) 8.12 of the SPAC Disclosure Schedules, after conducting reasonable due inquiry. For the avoidance of doubt, none of the individuals set forth on Section 8.12(a) 8.12 of the Company Disclosure Schedules or Section 8.12(b) of the SPAC Disclosure Schedules shall have any personal Liability or obligations regarding such knowledge.

Appears in 1 contract

Samples: Business Combination Agreement (Phoenix Biotech Acquisition Corp.)

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