Knowledge of the Shareholder definition
Examples of Knowledge of the Shareholder in a sentence
The Company and its predecessors and Affiliates have complied with all applicable Laws (including rules, regulations, codes, injunctions, judgments, orders, decrees, and rulings of federal, state, local, and foreign governments (and all agencies thereof)), and no action, suit, proceeding, hearing, complaint, claim, demand, notice or investigation has been filed or commenced, or to the Knowledge of the Shareholder and the Company, threatened against the Company alleging any failure so to comply.
To the Knowledge of the Shareholder or the Company, no such Proceeding has been Threatened.
In this Agreement, the Shareholder shall be deemed to have had Knowledge of the Shareholder if, as of the Effective Date, the Shareholder had actual knowledge (positive Kenntnis).
To the Knowledge of the Shareholder (as defined in clause 4.2), as of the Effective Date, no bankruptcy, insolvency or similar filings have been threatened in writing with respect to the Shareholder.
There are no claims, lawsuits, actions, ----------------- arbitrations, administrative or other proceedings, or to the Knowledge of the Shareholder, governmental investigations or inquiries, pending or threatened against the Shareholder affecting the performance by the Shareholder of the Shareholders' Closing Documents and, to the Knowledge of the Shareholder, there is no basis for any action or any state of facts or occurrence of any event which might give rise to the foregoing.
To the Knowledge of the Shareholder, no sewer moratorium or like governmental order is in effect with respect to any of the Owned Real Property.
All services provided by the Target have been performed in conformity with all applicable contractual commitments (written or oral) and all express and implied warranties (written or oral), and Target has no Liability and, to the Knowledge of the Shareholder and Target, there is no Basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand against any of them giving rise to any Liability) in connection with any such services.
Except as provided in SCHEDULE 3.7 hereto, to the Knowledge of the Shareholder or the Company, the Company and the Subsidiaries are not (individually or otherwise) a party to or subject to the provisions of any Injunction which could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, or impair the ability of the Shareholder to consummate the transactions contemplated hereby.
Except as set forth on Schedule 4.14(b), to the Knowledge of the Shareholder, no claims, audits, or investigations are pending or threatened against the Company or any of its Subsidiaries, or against the Shareholder with respect to the Company or any of its Subsidiaries, for any Tax.
Except as set forth on Schedule 4.8(d), to the Knowledge of the Shareholder, neither the Company nor any Subsidiary has committed any act or failed to commit any act which will result in, and there has been no occurrence which will give rise to or form the basis of, any product liability or liability for breach of warranty (whether covered by insurance or not) on the part of the Company with respect to any product sold by the Company.