Common use of Buyer’s Knowledge Clause in Contracts

Buyer’s Knowledge. Without limiting the generality of the release contained in Section 4.6.2 above, and notwithstanding anything in this Agreement to the contrary, in the event that the Closing occurs, then neither Seller nor the Seller Parties shall have any liability whatsoever with regard to any matter of which Buyer or the Buyer Parties have actual knowledge (as defined in Section 5.1.4 below) prior to the Closing. By executing this Agreement, Buyer waives any such Claims; by Closing, Buyer shall be deemed to have waived any such Claims; and Buyer shall not be entitled to “reserve” any such Claims at Closing of which it or the Buyer Parties have actual knowledge.

Appears in 2 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Expedia, Inc.)

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Buyer’s Knowledge. Without limiting the generality of the release contained in Section 4.6.2 4.3.3 above, and notwithstanding anything in this Agreement to the contrary, in the event that the Closing occurs, then neither Seller nor the Seller Parties shall have any liability whatsoever with regard to any matter of which Buyer or the Buyer Parties have actual knowledge (as defined in Section 5.1.4 below) prior to the Closing. By executing this Agreement, Buyer waives any such Claims; by Closing, Buyer shall be deemed to have waived any such Claims; and Buyer shall not be entitled to “reserve” any such Claims at Closing of which it or the Buyer Parties have actual knowledgeknowledge at Closing.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Hines Global REIT, Inc.), Purchase and Sale Agreement (Fisher Communications Inc)

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