Seller’s Knowledge Party. Seller represents and warrants that each of the individuals listed within the definition of Seller’s Knowledge is an individual affiliated with Seller or its Affiliates who has been materially involved in the asset management of the Assets and in negotiation of the transactions contemplated by this Agreement and is in a position to confirm the truth and accuracy of Xxxxxx’s Knowledge representations hereunder.
Seller’s Knowledge Party. Seller represents that Xxx Xxxxxxxxx is the individual employed by Seller’s Affiliate who is primarily responsible for the oversight and management of the Property for said Affiliate.
Seller’s Knowledge Party. As used in this Agreement, or in any other agreement, document, certificate or instrument delivered by either Seller to Buyer in connection herewith, the phrase “to the best of such Seller’s actual knowledge”, “to the best of such Seller’s knowledge” or any similar phrase shall mean the actual, but not constructive or imputed, knowledge of Xxxxx X. Xxxxx of AEW Capital Management, L.P., who is identified as Sellers’ asset manager for the Property and their most knowledgeable officer with respect thereto, without any obligation on her/his part to make any independent investigation of the matters being represented and warranted, or to make any inquiry of any other persons, or to search or examine any files, records, books, correspondence and the like, it being expressly understood and agreed that such individual is being named herein for purposes of defining the scope of each Seller’s knowledge hereunder and that no such individual shall have any personal liability under this Agreement under any circumstances whatsoever.
