Common use of Definition of “Knowledge Clause in Contracts

Definition of “Knowledge. Any reference in this Agreement or in any certificate delivered pursuant hereto to a party's "Knowledge" (whether to "the best of" such party's knowledge or other similar expressions relating to the knowledge or awareness of any party) shall include all matters which any of such party's officers or directors actually knew or should have known acting in their capacity as an officer or director of such party.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Matria Healthcare Inc), Asset Purchase Agreement (Matria Healthcare Inc), Lease Agreement (Matria Healthcare Inc)

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Definition of “Knowledge. Any reference in For purposes of this Agreement or in any certificate delivered pursuant hereto Agreement, a representation and warranty made to the best of a party's "Knowledgeknowledge" (whether to "or any variation of the best of" such party's knowledge or other similar expressions relating foregoing) shall refer only to the knowledge or conscious awareness of any party) shall include all matters which any officer or management-level employee of such party's officers , having supervisory or directors actually knew administrative responsibility in respect of the fact(s) or should have known acting in their capacity as an officer or director of such partycircumstance(s) described therein.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Healthtronics Inc /Ga), Asset Purchase Agreement (Healthtronics Inc /Ga)

Definition of “Knowledge. Any reference in this Agreement or in any ----------------------- certificate delivered pursuant hereto to a party's "Knowledge" (whether to "the best of" such party's knowledge or other similar expressions relating to the knowledge or awareness of any party) shall include all matters which any of such party's officers or directors actually knew or should have known acting in their capacity as an officer or director of such party.

Appears in 1 contract

Samples: Asset Purchase Agreement (Webmd Inc)

Definition of “Knowledge. Any reference in this Agreement or in any certificate delivered pursuant hereto to a partyParty's "Knowledgeknowledge" (whether to "the best of" such partyParty's knowledge or other similar expressions relating to the knowledge or awareness of any partyParty) shall include all matters which such Party or any of such party's its officers or directors actually knew or should have known acting in their capacity as an officer after reasonable inquiry; provided, however, any reference to "HUBLink's knowledge" or director similar expressions shall include all matters which HUBLink or any of such partythe individuals listed on Schedule 9.12 actually knew or should have known after reasonable inquiry.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Healthdyne Information Enterprises Inc)

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Definition of “Knowledge. Any reference With respect to any representation or warranty contained in this Agreement which is made to the “knowledge” or in any certificate delivered pursuant hereto to “best knowledge” of a party's "Knowledge" (whether , such terms shall be limited to "mean only the best of" actual knowledge of such party's knowledge party after reasonable inquiry or other similar expressions relating to the knowledge or awareness of any party) shall include all matters which any investigation only of such party's ’s: (i) officers; (ii) directors; (in the case of Seller, Seller’s managing member’s officers and directors) and (iii) employees responsible for the subject matter corresponding to such representation or directors actually knew or should have known acting in their capacity as an officer or director of such partywarranty.

Appears in 1 contract

Samples: Asset Purchase Agreement (Salem Media Group, Inc. /De/)

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