Knowledge and Attribution Clause Samples
The Knowledge and Attribution clause defines how knowledge is determined and attributed within the context of an agreement, typically specifying whose knowledge is relevant and how it is assessed. In practice, this clause may clarify whether knowledge refers to actual awareness or includes information that should have been discovered through reasonable inquiry, and it often identifies specific individuals or roles within an organization whose knowledge is considered. Its core function is to establish clear standards for what constitutes knowledge for the purposes of representations, warranties, or disclosures, thereby reducing ambiguity and potential disputes over what parties knew or should have known.
Knowledge and Attribution. References in this Agreement and the other Credit Facility Documents to the “knowledge,” “best knowledge” or facts and circumstances “known to” Borrower, and all like references, mean facts or circumstances of which a Responsible Officer of Borrower has actual knowledge.
Knowledge and Attribution. References in this Agreement and the other Credit Documents to the "knowledge," "best knowledge" or facts and circumstances "known to" Borrower, and all like references, mean facts or circumstances of which a Responsible Officer of the applicable Calpine Entity has actual knowledge.
Knowledge and Attribution. 45 8.15 Successors and Assigns ........................................................ 45 8.16 Counterparts .................................................................. 45 INDEX OF SCHEDULES AND EXHIBITS Schedule 1 Lenders, Lending Offices and Proportionate Shares Schedule 5.3 Exceptions to Prohibition on Transfers Exhibit A Definitions and Rules of Interpretation Exhibit B Form of Note Exhibit C-1 Form of Notice of Borrowing Exhibit C-2 Form of Notice of Conversion of Loan Type Exhibit C-3 Form of Confirmation of Interest Period Selection Exhibit D Form of Borrower's Closing Certificate THIS CREDIT AGREEMENT (this "Agreement") dated as of November 13, 2002, is entered into among Tampa Electric Company, a Florida corporation ("Borrower"), CITIBANK, N.A., as administrative agent for the Lenders ("Administrative Agent"), ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ INC., as lead arranger, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ SENIOR FUNDING, INC. and THE BANK OF NEW YORK, as co-syndication agents, and BANK OF AMERICA, N.A., as documentation agent, and the financial institutions listed on Schedule 1 or who later become a party hereto (the "Lenders").
Knowledge and Attribution. Reference in this Agreement to the "knowledge", "best knowledge" or facts and circumstances "known to" Pledgor, and all like references, means facts or circumstances of which a responsible officer of Pledgor has actual knowledge.
Knowledge and Attribution. References in this Agreement and the other Credit Documents to the "knowledge," "best knowledge" or facts and circumstances "known to" Borrower or any other Loan Party, and all like references, mean facts or circumstances of which a Responsible Officer of the applicable Loan Party has actual knowledge (after due inquiry).
Knowledge and Attribution. References in the Credit Documents to the “knowledge,” “best knowledge” or facts and circumstances “known to” a Sponsor Entity, and all like references, mean facts or circumstances of which a Responsible Officer of the applicable Sponsor Entity has actual knowledge.
Knowledge and Attribution. 88 11.16 Counterparts.................................................... 88 11.17 Usury........................................................... 88 11.18 Survival........................................................ 89 11.19
Knowledge and Attribution. References in this Agreement, the L/C Facility Documents and the other Credit Documents to the "knowledge" or "best knowledge" of the Partnership, and all like references, mean "knowledge" or "best knowledge" of a Responsible Officer of the Managing General Partner of the Partnership. References in this Agreement, the L/C Facility Documents and the other Credit Documents to facts and circumstances "known to" the Partnership, and all like references, mean facts or circumstances of which a Responsible Officer of the Managing General Partner of the Partnership has actual knowledge.
Knowledge and Attribution. 116 11.17 Successors and Assigns....................................................... 116 11.18 Counterparts................................................................. 116 11.19 Usury........................................................................ 116 11.20 Survival..................................................................... 116 11.21 Patriot Act Notice........................................................... 117 11.22 Treatment of Certain Information; Confidentiality............................ 117 11.23 Release of Project........................................................... 118 11.24 Project Expansion............................................................ 119 INDEX OF EXHIBITS Exhibit A Definitions and Rules of Interpretation NOTES Exhibit B-1 Form of Construction Note Exhibit B-2 Form of Term Note Exhibit B-3 Form of FEC Note Exhibit B-4 Form of MEC Note Exhibit B-5 Form of Security Fund Letter of Credit Exhibit B-6 Form of Security Fund LC Loan Note LOAN DISBURSEMENT PROCEDURES Exhibit C-1 Form of Notice of Construction Loan Borrowing Exhibit C-2 Form of Notice of Term-Conversion Exhibit C-3 Form of Confirmation of Interest Period Selection Exhibit C-4 Form of Notice of Conversion of Loan Type Exhibit C-5 Form of Drawdown Certificate Exhibit C-6(a) Form of Independent Engineer's Drawdown Certificate (Mankato) Exhibit C-6(b) Form of Independent Engineer's Drawdown Certificate (Freeport) Exhibit C-7 Form of Notice of Security Fund LC Loan CREDIT AND SECURITY-RELATED DOCUMENTS Exhibit D-1 Form of FEC Deed of Trust Exhibit D-2 Form of MEC Mortgage Exhibit D-3 Form of Security Agreement Exhibit D-4 Form of Borrower Depositary Agreement Exhibit D-5 Form of FEC Depositary Agreement Exhibit D-6 Form of MEC Depositary Agreement Exhibit D-7 Form of Subordination Agreement Exhibit D-8 Form of NSP Acknowledgment of Subordination Exhibit D-9 Schedule of Security Filings Exhibit D-10 Form of Group Pledge and Security Agreement Exhibit D-11 Intentionally Deleted Exhibit D-12 Form of Interest Rate Agreement Exhibit D-13 Form of FEC Guaranty Exhibit D-14 Form of MEC Secured Guaranty Exhibit D-15 Form of MEC Security Agreement Exhibit D-16 Form of FEC Security Agreement Exhibit D-17 Form of FEC-GP Guaranty Exhibit D-18 Form of FEC-LP Guaranty Exhibit D-19 Form of MEC Unsecured Guaranty CONSENTS Exhibit E-1 Form of Consent for Contracting Party CLOSING CERTIFICATES Exhibit F-1 Form of Borrower's Closing Certificate Exhibit F-2 Form o...