Knowledge of the Sellers definition

Knowledge of the Sellers means the knowledge of Xxxxxxx Xxxxx, Xxxx Xxxx, Xxxxxxx Xxxxx, Xxxxxx Xxxxxxx, Xxxxxx Xxxxxxxx, Xxxxxx Xxxxxxxx, Xxxxx Xxxxxx or Xxx Xxxx, in each case after reasonable inquiry and diligence and taking into account the respective duties and responsibilities of each.

Knowledge of the Sellers means a Seller’s or any of the Company’s officers’ or employees’ (i) actual knowledge; (ii) knowledge that would have been obtained upon reasonable due care; or (iii) knowledge that they should have had in performing the duties of their office.

Knowledge of the Sellers. (or “the Sellers’ Knowledge”) shall mean the actual knowledge of the officers of the Sellers listed on Schedule 13.1, after reasonable inquiry.

Examples of Knowledge of the Sellers in a sentence

• To the Knowledge of the Sellers, no insurer on any Insurance Policy has been declared insolvent or placed in receivership, conservatorship or liquidation.

• The operations of SAI are and have been conducted at all times in compliance with applicable money laundering Laws in all applicable jurisdictions, the rules and regulations thereunder and any related or similar rules, regulations or guidelines, issued, administered or enforced by any governmental Authority, and no Action involving SAI with respect to such Laws is pending or, to the Knowledge of the Sellers, threatened.

• To the Knowledge of the Sellers, there are no hazardous materials in, on, or under any properties leased or used at any time by SAI such as could give rise to any material liability or corrective or remedial obligation of SAI under any environmental Laws.

• Other than the Chapter 11 Cases and Liabilities that are not Assumed Liabilities, and except as set forth on Schedule 4.6, (a) there is no Litigation or investigation pending or, to the Knowledge of the Sellers, threatened by or before any Governmental Body, in each case, against any Seller or in connection with the Business, and (b) neither Sellers nor any of their assets or properties is subject to any outstanding decree or order of a Governmental Body applicable to the Business.

• Except as disclosed in Section 4.08 of the Company Disclosure Schedule, (a) there is no Action pending or threatened (in writing or, to the Knowledge of the Sellers, otherwise) by or against the Company and (b) none of the Company or any of its assets or properties is subject to any Order.

More Definitions of Knowledge of the Sellers

Knowledge of the Sellers means the actual knowledge of any of the Sellers; provided, however, the knowledge of the Sellers who are also Managers shall mean the actual knowledge of Managers after due and careful investigation and inquiry.

Knowledge of the Sellers or the “Sellers’ Knowledge” means the actual knowledge of any of the individuals identified in Section 10.2 of the Seller Disclosure Letter.

Knowledge of the Sellers means any matter, fact, or thing that is, as of the date hereof or the Closing Date, actually known or would reasonably be expected to be known to the Sellers after due inquiry and reasonable investigation.

Knowledge of the Sellers means the actual knowledge (without independent inquiry) of the individuals listed on Schedule 1.3.

Knowledge of the Sellers or “Sellers’ Knowledge” or similar words means the actual knowledge of any of the individuals listed in Exhibit 1.01(e), in each case, after reasonable investigation or inquiry.

Knowledge of the Sellers means to the actual knowledge, information and belief of those individuals listed in Schedule 1.1(kk) of the Disclosure Letter after reasonable inquiry.

Knowledge of the Sellers or similar terms used in this Agreement mean the actual (but not constructive or imputed) knowledge of the Persons listed in Exhibit 1.01(e) as of the date of this Agreement (or, with respect to a certificate delivered pursuant to this Agreement, as of the date of delivery of such certificate) without any implication of verification or investigation concerning such knowledge.