Seller Knowledge Parties definition
Seller Knowledge Parties means each of A. L▇▇▇▇ ▇▇▇▇▇▇, T▇▇▇▇ ▇▇▇▇▇▇▇▇▇, K▇▇▇▇ ▇▇▇▇▇▇▇, R▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, R▇▇▇▇ ▇▇▇▇▇▇, A▇▇▇ ▇▇▇▇▇▇▇▇, T▇▇▇ ▇▇▇▇▇▇▇▇▇▇, S▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, L▇▇▇▇▇▇ ▇▇▇▇▇▇, S▇▇▇▇ ▇▇▇▇▇▇, T▇▇ ▇▇▇▇▇▇, A▇▇▇ ▇▇▇▇, E▇ ▇▇▇▇▇▇▇▇, D▇▇▇▇ ▇▇▇▇▇▇▇▇ and all project managers of Seller with respect to the projects for which he or she is responsible.
Seller Knowledge Parties has the meaning set forth in Section 3.7.
Seller Knowledge Parties means F▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇, D▇▇▇▇ ▇▇▇▇▇▇▇▇, J▇▇▇ ▇▇▇▇▇▇, and R▇▇▇▇ ▇▇▇▇▇.
Examples of Seller Knowledge Parties in a sentence
Buyer acknowledges that the Seller Knowledge Parties are named solely for the purpose of defining the scope of Seller’s knowledge and not for the purpose of imposing any liability on or creating any duties running from the Seller Knowledge Parties to Buyer and ▇▇▇▇▇ agrees that none of the Seller Knowledge Parties shall have any personal or other liability under this Agreement or in connection with the Transaction.
More Definitions of Seller Knowledge Parties
Seller Knowledge Parties shall have the meaning set forth in Section 6.1.
Seller Knowledge Parties means those Persons identified in Section 1.1(f) of the Disclosure Letter.
Seller Knowledge Parties has the meaning set forth in Section 12.03.
Seller Knowledge Parties shall have the meaning set forth in clause (a) of the definition of “Knowledge”.
Seller Knowledge Parties means the following employees or representatives of Seller’s manager (Hilco JCP, LLC) who are reasonably knowledgeable regarding the daily operations and management of Seller: ▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇▇ ▇▇▇▇▇▇▇▇▇. “Seller Parties” shall mean Seller, its Affiliates and its and their direct and indirect owners, agents, officers, directors, trustees, advisors, brokers, managers, members, partners, employees, representatives, principals, Affiliates, contractors, attorneys, accountants and other consultants, or the successors and assigns of any of the foregoing parties. “Seller Representations” shall mean the representations and warranties of Seller expressly set forth in Section 8.2. “Seller’s Actual Knowledge” shall have the meaning set forth in Section 8.3(a). “Seller Closing Update Certificate” shall mean a certificate in substantially the form of Exhibit H. “Settlement Statement” shall mean a settlement statement with respect to the Closing in a form to be mutually agreed upon by the Parties in their reasonable discretion prior to the Scheduled Closing Date. “Severed Lease” shall have the meaning set forth in the Master Lease. “Severed Lease Documents” shall have the meaning set forth in the Master Lease. “State” shall mean the state or commonwealth in which each Individual Property is located. “Title Commitment” shall mean the title commitment for each Individual Property made available by Seller to Purchaser on the Datasite. “Title Company” shall mean Commonwealth Land Title Insurance Company, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇. “Transaction” shall have the meaning set forth in the Recitals. “Transfer Tax Forms” shall have the meaning set forth in Section 10.2(f). “Transfer Taxes” shall mean any state, county and/or local transfer taxes, documentary taxes, stamp taxes or similar taxes applicable to the conveyance of the Real Property pursuant to this Agreement. “Updated Survey” shall have the meaning set forth in Section 4.2(c)(i). “Updated Title Commitment” shall have the meaning set forth in Section 4.2(c)(i). “Violations” shall have the meaning set forth in Section 4.2(e).
Seller Knowledge Parties means the individuals listed on Exhibit C.
Seller Knowledge Parties in each case after reasonable inquiry and investigation. “Latest Balance Sheet” has the meaning set forth in Section 3.6(a). “Latest Balance Sheet Date” has the meaning set forth in Section 3.6(a). “Law” means any law (whether local or common), statute, code, ordinance, regulation, treaty (including any Tax treaty), rule or other requirement of any Governmental Entity and includes any Order. “Leased Real Property” means all real property leased or subleased (whether as a tenant or subtenant) by any Company Member. “Liability” means any liability or obligation of whatever kind or nature (whether known or unknown, whether asserted or unasserted, whether absolute or contingent, whether accrued or unaccrued, whether liquidated or unliquidated, and whether due or to become due), including any liability for Taxes. “Liens” means any mortgage, license, charge, interest, pledge, claim, lien, encumbrance, option, security interest, restriction on the right to sell, transfer or dispose (and in the case of securities, vote) or other adverse claim of any kind or nature whatsoever (whether arising by Contract or by operation of law and whether voluntary or involuntary). “Lookback Date” means January 1, 2021. “Majority Holders” has the meaning set forth in Section 7.14(f). “Marastar Blocker” has the meaning set forth in the Recitals. “Marastar Blocker Stock” has the meaning set forth in the Recitals. “Material Adverse Effect” means any fact, condition, circumstance, occurrence, effect, change, event or development (“Effect”) that either alone or in combination with any other Effect