Knowledge of the Sellers. Where any representation or warranty contained in this Agreement is expressly qualified by reference to the best knowledge of the Sellers, the Sellers confirm that they have made due and diligent inquiry of each Company's President and other officers and the Partnership's managers as to the matters that are the subject of such representations and warranties.
Knowledge of the Sellers. Neither the Purchaser nor Newco shall have any obligation to indemnify the Seller Group for any Damages incurred as the result of the breach or inaccuracy of a representation or warranty to the extent that the breach or inaccuracy of such representation or warranty asserted by the Seller Group was known by the Seller Group at the Closing Date.
Knowledge of the Sellers. The term “Knowledge of the Sellers” or “to the Sellers’ Knowledge” shall mean the actual knowledge of Sellers, or any of them, with respect to the matter in question, and, with respect to Xxxx, such knowledge as he reasonably should have obtained upon diligent investigation and inquiry into the matter in question.
Knowledge of the Sellers. Whenever this Agreement refers to the "knowledge" or the "actual knowledge" of a Seller or Sellers, it shall mean and be limited to the actual knowledge, without the requirement of any inquiry or investigation, of Xxxxx X. Xxxxxxxxxx, Xxxx X. Xxxxxxx, Xx. and Xxxx Bing-Xxxxxxx (the property manager for the Property).
Knowledge of the Sellers. To the extent that any representation is made to “Sellers’ knowledge” (or similar words, including “to the knowledge of the Sellers”), such knowledge shall be deemed to include (a) the actual knowledge of Xxxxxx Xxxxxxxx, Xxxx Xxxx, Xxxxxxx Xxxxx, Xxxxx X’Xxxxxxxx, Xxxxx Xxxxxxxx and Xxxxxxx Xxxxx, each in his capacity as an owner of Shares, officer, director and/or Contractor of the Company, and (b) any fact that is contained in the Company’s electronic or physical files as of the Closing Date.
Knowledge of the Sellers. “Knowledge of the Sellers” and terms of similar import shall mean the actual knowledge of the following individuals and the knowledge that such individuals should have after due, reasonable and prudent inquiry: Xxxxxxxx Crew
Knowledge of the Sellers. Sellers confirm that the individuals specified within the definition of Knowledge of the Sellers are the correct people to provide disclosures related to this Agreement and that no relevant individuals have been omitted.
Knowledge of the Sellers. As used in this Agreement, "knowledge of the Sellers" means the actual knowledge of Xxxxxxx X. Xxxxxxxx, Xxxxxxx X. Xxxxxxx, or the following officers of (a) GIR, (b) the managing partner of GIR, or (c) IAI: the Chief Executive Officer, Chief Operating Officer, Chief Financial Officer, or any Executive Vice President.
Knowledge of the Sellers. Knowledge of the Sellers" shall mean the actual knowledge of Xxxxx X. Xxxxx, Xxxx X. Xxxxxxx, Xxxx X. Xxxx, Xxxx X. Xxxx, Xxxxx X. Xxxxx, Xxxxx X. X. XxXxxxx, Xxxxxx X. Xxxxx, and Xxxxxx X. Xxxxx.
Knowledge of the Sellers. Where any representation, warranty or covenant contained in this Agreement is expressly qualified by reference to the “knowledge” or “awareness” of the Sellers, it shall be deemed to refer to the knowledge or awareness of each of the Sellers and the knowledge they would have had if they had conducted a reasonably diligent inquiry of Persons within the Target Group into the relevant subject matter. Each of the Sellers confirm that they have made a reasonably due and diligent inquiry of such Persons within the Target Group as they consider necessary as to the matters that are the subject of such representations, warranties and covenants.
