Knowledge of the Seller. Where any representation or warranty contained in this Agreement is expressly qualified by reference to the best knowledge of the Seller, the Seller confirms that it has made due and diligent inquiry of its President as to the matters that are the subject of such representation and warranty.
Knowledge of the Seller. Where any representation or warranty contained in this Agreement is expressly qualified by reference to the “knowledge” of the Seller, it shall be deemed to refer to the actual knowledge of any director or officer of the Seller and the actual knowledge of the officers of the Guarantor, and all knowledge which such persons would have if it made due enquiry into the relevant subject matter having regard to his role and responsibilities as a director or officer of the Seller.
Knowledge of the Seller. As to each representation and warranty made by Seller under this Section 6, any fact or information known to the General Partner or to Neal Xxxxxxxx ("XWERXXXX"), or notice received by the General Partner or Swerdlow, shall be imputed to Seller as if such fact or information were known to Seller or such notice had been received by Seller. Additionally, any information known to either Okada or Heulxx xxxll be deemed known by the "General Partner" for purposes of this Agreement.
Knowledge of the Seller. For purposes of the representations and warranties contained in Section 3.1 of this Agreement, Knowledge of the Seller means the actual or constructive knowledge of Xxxx Xxxxxxxxxx, Xxxxx Xxxx and Xxxxxxx Xxxx.
Knowledge of the Seller. “Knowledge of the Seller” shall mean the actual knowledge of the following officers of the Seller: Xxxxxxx Xxxx, Xxx Xxxxxxxx, Xxxxxx Xxxxxx, Xxx Xxxxxx, and Xxxxx Xxxxx.
Knowledge of the Seller. Any statement in this Agreement expressed to be made to "the Seller's knowledge" and any other references to the knowledge of the Seller shall be understood to be made on the basis of the Seller's actual knowledge, which means the actual knowledge, after conducting reasonably diligent investigation considering the existence of the relevant fact or other matter, of any of: Brian Corrall Anne Giardini Tom Holmes Xxxxx Xarshall Xxxxx McDade Xxxxg Neeser Xxxx Xhorten Xxxxxxs Smith Xxx Xoung Xxxxxxx Young For grxxxxx xxxxxxx, reasonably xxxxxxxx investigation xxxxx xxx xx deemed to include any requirement to conduct any new environmental site assessment, audit or study or to make enquiries of Third Parties. Each party hereto acknowledges that no personal liability will attach to any of the individuals described above as a result of a breach of any representation or warranty in this Agreement, and in particular, as a result of such representation or warranty having been qualified by the phrase "the Seller's knowledge" or any phrase or expression having a similar effect or as otherwise contemplated in this Section 1.2.
Knowledge of the Seller. For purposes of this Agreement, the term "knowledge" (including without limitation any derivations thereof such as "know" or "knowing") as it relates to the Seller shall be deemed to mean the knowledge of the Stockholder.
Knowledge of the Seller. Where any representation or warranty contained in this Agreement is qualified by reference to the Knowledge of the Seller, Knowledge in this context means actual knowledge of any (i) director of the Seller or the Company, (ii) executive officer of the Seller or officer of the Company or (iii) employee responsible for Tax compliance matters of the Seller or the Company, or the knowledge that any one or more of them should have acquired in the ordinary course of performance of his or her duties as a (i) director of the Seller or the Company, (ii) executive officer of the Seller or officer of the Company or (iii) employee responsible for Tax compliance matters of the Seller or the Company.
Knowledge of the Seller. As used in this Agreement, “to the knowledge of Seller,” “the Seller’s knowledge,” “Seller has no knowledge” and similar phrases means the actual knowledge of the following Persons: Xx Xxxxx, Xxxxxx X. Xxxx, Xxxx XxXxxxxx, Xxxxx Xxxxxxxx, and Xxxxxx Xxxxxxx.
Knowledge of the Seller. With respect to the Seller, no individuals associated with the Seller, the Company or the Subsidiary, or its Affiliates, other than the individuals listed in the definition of “Knowledge” with respect to the Seller, could reasonably be expected to be more knowledgeable about the subject matters covered in the Seller’s representations in this Agreement than such listed individuals.
