Common use of Knowledge of Seller Breach Clause in Contracts

Knowledge of Seller Breach. None of the Buyer Representatives (as defined below) have actual knowledge of a breach by Seller or SCI of any representation or warranty contained in Article III, or any covenant or agreement to be performed or complied with by Seller or SCI in accordance with this Agreement prior to the Effective Time. For purposes of this Section 4.4, the term “Buyer Representative” means Xxxxxxx X. Xxxxx, Xxxx Xxxxxxxx, Xxxxx Xxxxxx, Xxxxxxx Xxxxxx, Xxxxx Xxxxx, Xxxx Xxxxxx, Xxx Xxx, Xxxxx Xxxxx and Xxx Xxxx, and such persons shall be deemed to have actual knowledge of any breach referred to in the preceding sentence of which any individual assigned by a third-party representative or advisor of Buyer to provide substantial services in connection with the transaction contemplated hereby has actual knowledge.

Knowledge of Seller Breach. None of the Buyer Representatives (as defined below) have actual knowledge of a breach by any Seller or SCI of any representation or warranty contained in Article III, or any covenant or agreement to be performed or complied with by Seller or SCI Sellers in accordance with this Agreement prior to the Effective Time. For purposes of this Section 4.4, the term “Buyer Representative” means Xxxxxxx X. Xxxxx, Xxxx Xxxxxxxx, Xxxxx Xxxxxx, Xxxxxxx Xxxxxx, Xxxxx Xxxxx, Xxxx Xxxxxx, Xxx Xxx, Xxxxx Xxxxx and Xxx Xxxx, and such persons shall be deemed to have actual knowledge of any breach referred to in the preceding sentence of which any individual assigned by a third-party representative or advisor of Buyer to provide substantial services in connection with the transaction contemplated hereby has actual knowledge.

Knowledge of Seller Breach. None Except as disclosed to Seller in writing, none of the Buyer Representatives (as defined below) have actual knowledge of a breach by Seller or SCI of any representation or warranty contained in Article III, or any covenant or agreement to be performed or complied with by Seller or SCI in accordance with this Agreement prior to the Effective Time. For purposes of this Section 4.4, the term “Buyer Representative” means Xxxxxxx X. Xxxxx, Xxxx Xxxxxxxx, Xxxxx Xxxxxx, Xxxxxxx Xxxxxx, Xxxxx Xxxxx, Xxxx Xxxxxx, Xxx Xxx, Xxxxx Xxxxx and Xxx Xxxx, and such persons shall be deemed to have actual knowledge of any breach referred to in the preceding sentence of which any individual assigned by a third-party representative or advisor of Buyer to provide substantial services in connection with the transaction contemplated hereby has actual knowledge.. ARTICLE V

Knowledge of Seller Breach. None Except as disclosed to Seller in writing, none of the Buyer Representatives (as defined below) have actual knowledge of a breach by Seller or SCI of any representation or warranty contained in Article III, or any covenant or agreement to be performed or complied with by Seller or SCI in accordance with this Agreement prior to the Effective Time. For purposes of this Section 4.4, the term “Buyer Representative” means Xxxxxxx X. Xxxxx, Xxxx Xxxxxxxx, Xxxxx Xxxxxx, Xxxxxxx Xxxxxx, Xxxxx Xxxxx, Xxxx Xxxxxx, Xxx Xxx, Xxxxx Xxxxx and Xxx Xxxx, and such persons shall be deemed to have actual knowledge of any breach referred to in the preceding sentence of which any individual assigned by a third-party representative or advisor of Buyer to provide substantial services in connection with the transaction contemplated hereby has actual knowledge.

Knowledge of Seller Breach. None Except as disclosed to Seller in writing, none of the Buyer Representatives (as defined below) have actual knowledge of a breach by Seller or SCI of any representation or warranty contained in Article III, or any covenant or agreement to be performed or complied with by Seller or SCI in accordance with this Agreement prior to the Effective Time. For purposes of this Section 4.4, the term “Buyer Representative” means Xxxxxxx X. Xxxxx, Xxxx Xxxxxxxx, Xxxxx Xxxxxx, Xxxxxxx Xxxxxx, Xxxxx Xxxxx, Xxxx Xxxxxx, Xxx Xxx, Xxxxx Xxxxx and Xxx Xxxx, and such persons shall be deemed to have actual knowledge of any breach referred to in the preceding sentence of which any individual assigned by a third-party representative or advisor of Buyer to provide substantial services in connection with the transaction contemplated hereby has actual knowledge.

Knowledge of Seller Breach. None of the Buyer Representatives (as defined below) have actual knowledge of a breach by any Seller or SCI of any representation or warranty contained in Article III, or any covenant or agreement to be performed or complied ASSET PURCHASE AND SALE AGREEMENT with by Seller or SCI Sellers in accordance with this Agreement prior to the Effective Time. For purposes of this Section 4.4, the term “Buyer Representative” means Xxxxxxx X. Xxxxx, Xxxx Xxxxxxxx, Xxxxx Xxxxxx, Xxxxxxx Xxxxxx, Xxxxx Xxxxx, Xxxx Xxxxxx, Xxx Xxx, Xxxxx Xxxxx and Xxx Xxxx, and such persons shall be deemed to have actual knowledge of any breach referred to in the preceding sentence of which any individual assigned by a third-party representative or advisor of Buyer to provide substantial services in connection with the transaction contemplated hereby has actual knowledge.

Knowledge of Seller Breach. None Except as disclosed to Seller in writing, none of the Buyer Representatives (as defined below) have actual knowledge of a breach by Seller or SCI of any representation or warranty contained in Article III, or any covenant or agreement to be performed or complied with by Seller or SCI in accordance with this Agreement prior to the Effective Time. For purposes of this Section 4.4, the term “Buyer Representative” means Xxxxxxx X. Xxxxx, Xxxx Xxxxxxxx, Xxxxx Xxxxxx, Xxxxxxx Xxxxxx, Xxxxx Xxxxx, Xxxx Xxxxxx, Xxx Xxx, Xxxxx Xxxxx and Xxx Xxxx, and such persons shall be deemed to have actual knowledge of any breach referred to in the preceding sentence of which any individual assigned by a third-party representative or advisor of Buyer to provide substantial services in connection with the transaction contemplated hereby has actual knowledge.