Common use of Knowledge Clause in Contracts

Knowledge. As used in this Agreement, the term “knowledge” of any person or entity shall mean and include (i) actual knowledge and (ii) that knowledge which a reasonably prudent business person could have obtained in the management of his or her business affairs after making due inquiry and exercising due diligence which a prudent business person should have made or exercised, as applicable, with respect thereto.

Appears in 24 contracts

Samples: Registration Rights Agreement (CastlePoint Holdings, Ltd.), Subscription Agreement (Mogul Energy International, Inc.), Securities Purchase Agreement (Fibernet Telecom Group Inc\)

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Knowledge. As used in this Agreement, the term "knowledge" of any person or entity shall mean and include (i) actual knowledge and (ii) that knowledge which a reasonably prudent business person could have obtained in the management of his or her business affairs after making due inquiry and exercising due diligence which a prudent business person should have made or exercised, as applicable, with respect thereto.

Appears in 11 contracts

Samples: Securities Purchase Agreement (Isecuretrac Corp), Securities Purchase Agreement (Isecuretrac Corp), Securities Purchase Agreement (Daugherty Resources Inc)

Knowledge. As used in this Agreement, the term “knowledge” of any person or entity shall mean and include (i) with respect to the Company, the actual knowledge of any of the Company’s officers or directors and (ii) that knowledge which a reasonably prudent business person could have obtained in the management of his or her business affairs after making due inquiry and exercising due diligence which a prudent business person should have made or exercised, as applicable, with respect thereto.

Appears in 6 contracts

Samples: Securities Purchase Agreement (True Drinks Holdings, Inc.), Securities Purchase Agreement (True Drinks Holdings, Inc.), Securities Purchase Agreement (True Drinks Holdings, Inc.)

Knowledge. As used in this Agreement, the term “knowledge” of any person or entity shall mean and include (i) actual knowledge and (ii) that knowledge which a reasonably prudent business person could have obtained in the management of his or her business affairs after making due inquiry and exercising due diligence which a prudent business person should have made or exercised, as applicable, with respect theretothereto and with respect to the Company, shall mean the knowledge (as so defined) of the directors and officers of the Company.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Security Devices International Inc.), Securities Purchase Agreement (Security Devices International Inc.), Securities Purchase Agreement (Security Devices International Inc.)

Knowledge. As used in this Agreement, the term "knowledge" of any person or entity shall mean and include (ia) actual knowledge and (iib) that knowledge which a reasonably prudent business person could have obtained in the management of his or her business affairs after making due inquiry and exercising due diligence which a prudent business person should have made or exercised, as applicable, with respect thereto.

Appears in 3 contracts

Samples: Common Stock Purchase Agreement (International Remote Imaging Systems Inc /De/), Convertible Debenture (Miravant Medical Technologies), Convertible Debenture and Warrant Purchase Agreement (Miravant Medical Technologies)

Knowledge. As used in this Agreement, the term “knowledge” of any person or entity shall mean and include (i) such person’s or entity’s or, with respect to the Company, the Company’s executive officers’ actual knowledge and (ii) that knowledge which a reasonably prudent business person could have obtained in the management of his or her business affairs after making due inquiry and exercising due diligence which a prudent business person should have made or exercised, as applicable, with respect thereto.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Matritech Inc/De/), Securities Purchase Agreement (Matritech Inc/De/), Securities Purchase Agreement (Matritech Inc/De/)

Knowledge. As used in this Agreement, the term "knowledge" of any person or entity shall mean and include (i) actual knowledge and (ii) that knowledge which a reasonably reasonable prudent business person could have obtained in the management of his or her business affairs after making due inquiry and exercising due diligence which a prudent business person should have made or exercised, as applicable, with respect thereto.

Appears in 3 contracts

Samples: Execution Copy Securities Purchase Agreement (Inkine Pharmaceutical Co Inc), Securities Purchase Agreement (Inkine Pharmaceutical Co Inc), Securities Purchase Agreement (Level 8 Systems Inc)

Knowledge. As used in this Agreement, the term “knowledge” of any person or entity shall mean and include (i) actual knowledge of any of the Company’s officers or directors and (ii) that knowledge which a reasonably prudent business person could have obtained in the management of his or her business affairs after making due inquiry and exercising due diligence which a prudent business person should have made or exercised, as applicable, with respect thereto.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Wave Wireless Corp), Securities Purchase Agreement (Wave Wireless Corp), Securities Purchase Agreement (True Drinks Holdings, Inc.)

Knowledge. As used in this Agreement, the term “knowledge” of any person or entity shall mean and include (i) actual knowledge and (ii) that knowledge which a reasonably prudent business person could have obtained in the management of his or her business affairs after making due inquiry and exercising due diligence which a prudent business person should have made or exercised, as applicable, with respect theretothereto and with respect to the Company, shall mean the knowledge (as so defined) of the directors, officers and Key Employees of the Company.

Appears in 2 contracts

Samples: Security Agreement (Nestor Inc), Securities Purchase Agreement (Nestor Inc)

Knowledge. As used in this Agreement, the term “knowledge” of any person or entity Person shall mean and include (i) with respect to the Company, the actual knowledge of any of the Company’s officers or directors and (ii) that knowledge which a reasonably prudent business person could have obtained in the management of his or her business affairs after making due inquiry and exercising due diligence which a prudent business person should have made or exercised, as applicable, with respect thereto.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Imageware Systems Inc), Securities Purchase Agreement (Imageware Systems Inc)

Knowledge. As used in this Agreement, the term "knowledge" of any person or entity shall mean and include (i) actual knowledge and (ii) that knowledge which a reasonably prudent business person could have obtained in the management of his or her business affairs after making due inquiry and exercising due diligence which a prudent business person should have made or exercised, as applicable, with respect theretothereto and with respect to the Company, shall mean the knowledge (as so defined) of the directors and officers of the Company.

Appears in 2 contracts

Samples: Security Agreement, Security Agreement (Security Devices International Inc.)

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Knowledge. As used in this Agreement, the term "knowledge" of any person or entity shall mean and include (i) actual knowledge of any of the Company's officers or directors and (ii) that knowledge which that a reasonably prudent business person could have obtained in the management of his or her business affairs after making due inquiry and exercising due diligence which that a prudent business person should have made or exercised, as applicable, with respect thereto.

Appears in 1 contract

Samples: Note Repurchase Agreement (P Com Inc)

Knowledge. As used in this Agreement, the term "knowledge" of any person or entity shall mean and include (i) actual knowledge of any of the Company's officers or directors and (ii) that knowledge which a reasonably prudent business person could have obtained in the management of his or her business affairs after making due inquiry and exercising due diligence which a prudent business person should have made or exercised, as applicable, with respect thereto.

Appears in 1 contract

Samples: Securities Purchase Agreement (P Com Inc)

Knowledge. As used in this Agreement, the term "knowledge" of any person or entity shall mean and include (i) actual knowledge and (ii) that knowledge which a reasonably reasonable prudent business person could have obtained in the management of his or her business affairs after making due inquiry and exercising due diligence which a prudent business person should have made or exercised, as applicable, with respect thereto.. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

Appears in 1 contract

Samples: Securities Purchase Agreement (Merlin Software Technologies International Inc)

Knowledge. As used in this Agreement, the term "knowledge" of any person or entity shall mean and include (i) actual knowledge and (ii) that knowledge which a reasonably prudent business person could have obtained in the management of his or her business affairs after making due inquiry and exercising due diligence which a prudent business person should have made or exercised, as applicable, with respect thereto.. 213

Appears in 1 contract

Samples: Securities Purchase Agreement (Isecuretrac Corp)

Knowledge. As used in this Agreement, the term "knowledge" of any person or entity shall mean and include (i) actual knowledge and (ii) that knowledge which a reasonably prudent business person could have obtained in the management of his or her business affairs after making due inquiry and exercising due diligence which a prudent business person should have made or exercised, as applicable, with respect thereto.. 189

Appears in 1 contract

Samples: Securities Purchase Agreement (Isecuretrac Corp)

Knowledge. As used in this Agreement, the term “knowledge” "Knowledge" shall mean --------- the actual knowledge of any person fact, circumstance or entity shall mean and include (i) actual condition by any officer or manager of Sellers in charge of a discrete business area or function having responsibility for the referenced matter, as such knowledge and (ii) that knowledge which a reasonably prudent business person could have has been obtained in the management performance of his or her their duties in the ordinary course of business affairs after making due inquiry reasonable and exercising due diligence which a prudent business person should have made or exercised, as applicable, with respect theretoappropriate inquiries.

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (Inland Resources Inc)

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