Knowledge Qualifiers Sample Clauses

Knowledge Qualifiers. To the “knowledge of the Company” and similar phrases mean the actual knowledge of the individuals described in Section 10.3 of the Company Disclosure Letter.
AutoNDA by SimpleDocs
Knowledge Qualifiers. “To the knowledge of the Company” and similar phrases mean the actual knowledge of the executive officers of the Company, after reasonable inquiry, prior to the Effective Time.
Knowledge Qualifiers. References to the "Seller's Knowledge" or "to -------------------- the knowledge of the Seller" and similar terms shall refer to the actual knowledge of the individuals listed on Schedule 1.3, without any obligation for ------------ such individuals to conduct any further investigation or inquiry.
Knowledge Qualifiers. For purposes of determining Damages and rights to indemnification under this Article IX, the representations and warranties set forth in Sections 4.5 and 5.5 shall be read without giving effect to any Knowledge Requirement set forth therein.
Knowledge Qualifiers. Whenever a provision in this Agreement refers to the best of a party's knowledge, such provision shall refer to a party's conscious awareness after due and reasonable inquiry has been made with respect to the matters referenced thereby.
Knowledge Qualifiers. 78 SECTION 9.4. Construction.............................................................................. 78 SECTION 9.5. Governing Law; Jurisdiction............................................................... 78 SECTION 9.6. Counterparts; Facsimile Transmission of Signatures........................................ 79 SECTION 9.7. Assignment; Binding Effect; Third Party Beneficiaries..................................... 79 SECTION 9.8. Severability.............................................................................. 80 SECTION 9.9. Entire Agreement.......................................................................... 80 SECTION 9.10. Specific Performance; Remedies............................................................ 80 SECTION 9.11. Incorporation of Exhibits and Disclosure Letters.......................................... 80
Knowledge Qualifiers. To the knowledge of the Company" and similar phrases mean (a) the actual knowledge of the individuals described in Section 9.3 of the Company Disclosure Letter (the "COMPANY KNOWLEDGEABLE OFFICERS") and (b) the constructive knowledge of the Company Knowledgeable Officers to the extent such knowledge would have been obtained by their due inquiry of the employees charged with responsibility for the particular matter that is the subject of such representation or warranty. "To the knowledge of Holding and Comsys" and similar phrases mean (a) the actual knowledge of the individuals described in Section 9.3 of the Comsys Disclosure Letter (the "COMSYS KNOWLEDGEABLE OFFICERS") and (b) the constructive knowledge of the Comsys Knowledgeable Officers to the extent such knowledge would have been obtained by their due inquiry of the employees charged with responsibility for the particular matter that is the subject of such representation or warranty
AutoNDA by SimpleDocs
Knowledge Qualifiers. References to "Seller's Knowledge" or "to the Knowledge of Seller" and similar terms shall refer to the actual knowledge or knowledge that would have been obtained after reasonably inquiry, of any of the individuals listed on Schedule 12.2(a). References to "Purchaser's Knowledge" or "to the Knowledge of Purchaser" and similar terms shall refer to the actual knowledge or knowledge that would have been obtained after reasonably inquiry, of any of the individuals listed on Schedule 12.2(b).
Knowledge Qualifiers. In determining whether a representation, warranty, or covenant in this Agreement has been breached where such covenant is modified by the concept of “Knowledge,” such concept will be disregarded in determining whether there has been a Breach of such representation, warranty, or covenant.
Knowledge Qualifiers. 58 ARTICLE X EMPLOYEE MATTERS ARTICLE XI TAX MATTERS ARTICLE XII MISCELLANEOUS
Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!