Knowledge of Buyers definition

Knowledge of Buyers or “Buyers’ Knowledge” (or a similar phrase) means the actual, conscious knowledge of the individuals listed on Schedule 1.1.B with respect to the matters specified for such individuals on Schedule 1.1.B.

Knowledge of Buyers means the actual knowledge of Xxxxxxxxx Xxxxxxxx, Xxxxxx Xxxxxx, Xxxxxx Xxxxx, Xxx Xxxxxx, Xxxxx Xxxxxxx and Xxxx Xxxxxxxxx, after reasonable inquiry.

Knowledge of Buyers means the actual knowledge of the officers of Buyers, after reasonable inquiry, and the knowledge such individuals could reasonably be expected to become aware of in the ordinary course of their employment or duties.

Examples of Knowledge of Buyers in a sentence

• There are no Proceedings pending or, to the Knowledge of Buyers, threatened against either Buyer that would have a material adverse effect on the ability of Buyers to consummate the transactions contemplated by this Agreement.

• There is no claim, litigation, arbitration or proceeding pending or, to the Knowledge of Buyers, threatened, before or by any court, Governmental Authority or arbitrator relating to Buyers that seeks to enjoin or prohibit, or that could hinder or impair, Buyers’ performance of their obligations under this Agreement.

• To the Knowledge of Buyers, Seller has not breached any representation, warranty or covenant of Seller under this Agreement.

• There are no Actions before or by any Governmental Authority (and, to the Knowledge of Buyers, no such Action has been threatened) against or affecting any Buyer that would reasonably be expected to affect adversely or restrict the ability of any Buyer to enter into and perform its obligations under this Agreement or any other agreement contemplated hereby to which such Buyer is a party.

• To the Knowledge of Buyers, no such Proceeding has been threatened.

More Definitions of Knowledge of Buyers

Knowledge of Buyers or any similar phrase means, the knowledge of any of Xxxx Xxxxxxxxxx, Xxx Xxxxxxx and Xxxx Xxxxxxxx, in each case after assuming that such individual has made reasonable inquiry, including of Xxxx Xxxx and Xxxxxxxxxxx Xxxxxxxx, as appropriate, in light of the particular circumstances.

Knowledge of Buyers or “Buyers’ Knowledge” or any other similar knowledge qualification, means the actual knowledge of Xxxxx Xxxxx, and such knowledge as such person would be expected to have as a result of the performance of his duties for the Buyers in the ordinary course. {W5940181.1}

Knowledge of Buyers means the actual knowledge of the Persons listed on S chedule 1.1(c).

Knowledge of Buyers. Section 6.3.

Knowledge of Buyers or “Buyers’ Knowledge,” and similar phrases, means the actual knowledge of Xxxx Xxxxxx and Xxxxxx Xxxxx obtained from written information received on behalf of Sellers or as disclosed in the Inspection Reports. “Law” means (a) all federal, state or local laws, treaties, regulations, consents and rules (to the extent having the force of law) of any governmental entity, (b) all orders, decrees, rulings, awards, writs, judgments, statutes, ordinances, codes, rules, regulations, licenses and guidance (including judicial decisions applying common law or interpreting any other Law), or other requirement, standard or procedure enacted, adopted or applied by any governmental entity. “Leased Real Property” has the meaning set forth in Section 1.1(a). “Leased Real Property Leases” has the meaning set forth in Section 1.1(a). “Liabilities” means all indebtedness, obligations and other liabilities of any nature whatsoever, whether direct or indirect, matured or unmatured, absolute, accrued, known or unknown, fixed or otherwise, or whether due or to become due. A-3 “Losses” any debts, liabilities, obligations, losses, including diminution in value, damages, loss of profits, costs and expenses, penalties, interest, fines, amounts paid in settlement and other damages (including without limitation, reasonable legal fees and expenses, court costs, removal costs, remediation costs, settlement costs, closure costs, fines, penalties and expenses of investigation and ongoing monitoring), whether actual, consequential or punitive (only to the extent actually paid to a third Person). “Material Adverse Effect” means any result, occurrence, fact, change, event or effect that has, or could reasonably be expected to have, individually or in the aggregate, a materially adverse effect on the (a) business, results of operations, condition or assets of the Business, (b) the value of the Assets or (c) the ability of Sellers to consummate the transactions contemplated by this Agreement, except to the extent resulting from (i) changes in general local, domestic, foreign or international economic conditions, (ii) changes affecting generally the industries or markets in in which the Business operates, (iii) acts of war, sabotage or terrorism, military actions or the escalation thereof, (iv) any changes in applicable laws or accounting rules or principles, including changes in generally accepted accounting principles, (v) any other action required by this Agreement, (vi) the announcement of t...

Knowledge of Buyers or “Buyers’ knowledge” and like phrases mean the actual knowledge, after reasonable inquiry, of each of Xxxx X. Xxxxxxxx, Xxxxxxx X. Xxxxxx, Xxxxx X. Xxxxxx, Xxxxxx Xxxxxxxx, Xxxxxx X. Xxxxxxxx, R. Xxxx Xxxxxxx, Xxxxx X. Xxxxxxx, and Xxxxxx X. Xxxxxxx.

Knowledge of Buyers. “Buyers’ Knowledge” or similar uses of such term means the actual knowledge, after reasonable inquiry of Xxxxxx X. Xxxxxxx and Xxxxx XxXxxxxxxx. “Knowledge of Sellers,” “Sellers’ Knowledge” or similar uses of such term means the actual knowledge, after reasonable inquiry, of Xxxx Xxxxxx and Xxxxx Xxxxxxx.