Knowledge of Seller. Where any representation or warranty of Seller is qualified “to the knowledge of,” or “to the best knowledge of” Seller, Seller is making such representation or warranty based on (i) the actual knowledge of Seller’s senior executive officers and (ii) the knowledge of the members of the Company’s board of directors appointed or designated by Seller, after due inquiry, and Seller has otherwise performed no other inquiry or review of the matters in respect of which such representation or warranty is delivered.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Telecom Italia S P A), Stock Purchase Agreement (TPG Advisors IV, Inc.)
Knowledge of Seller. Where any representation or warranty of Seller contained in this Agreement is expressly qualified “by reference to the knowledge of,” or “to the best knowledge of” "Seller's knowledge", Seller is making such representation or warranty based on (i) "Seller's knowledge" shall mean the actual knowledge of Seller’s senior executive officers and (ii) the knowledge of the members of the Company’s its board of directors appointed or designated by officers of Seller, after due inquiry, or the knowledge they should have acquired in the prudent and Seller has otherwise performed no other inquiry or review reasonable exercise of their duties as to the matters in respect that are the subject of which such representation or warranty is deliveredrepresentations and warranties.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Eaco Corp), Asset Purchase Agreement (Eaco Corp)
Knowledge of Seller. Where any representation or warranty of Seller is qualified “to the knowledge of,” or “to the best knowledge of” SellerExcept as otherwise provided, Seller is making such representation or warranty based on (i) the actual knowledge of Seller’s senior executive officers and (ii) the knowledge of the members of the Company’s board of directors appointed or designated by Seller, after due inquiry, and Seller has otherwise performed no other inquiry or review of the matters in respect of which such whenever a representation or warranty is deliveredmade in this Agreement on the basis of the knowledge of Seller, such representation and warranty is made to the best of Seller's knowledge after inquiry and investigation by Seller of its officers, employees, agents and representative having responsibility for the Property.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Grove Real Estate Asset Trust)