Actual Knowledge of the Company definition

Actual Knowledge of the Company means the actual knowledge of Xxxxxxx X. Xxxxxx, Xxxx X. Xxxxxxxxx, Xxxx X. Xxxxxxxxxxxxx, Xxxxx X. Xxxxxxxxxxxxx and Xxx Xxxxxxxxxx and Xxxxxxxxxxx X. Xxxxxx, after reasonable internal inquiry with such persons’ direct reports within the Company.
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Actual Knowledge of the Company means the Knowledge of the Company but without any investigation or imputed knowledge that would have been obtained by making inquiries.
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Actual Knowledge of the Company means the actual (but not constructive or imputed) knowledge of any individual employed by the Company listed on Annex A of this Agreement.
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Examples of Actual Knowledge of the Company in a sentence

  • All such current Leases are in full force and effect, are valid and effective in accordance with their respective terms, and, except as set forth in Section 4.20 of the Company Disclosure Schedules, none of the Company and the Company Subsidiaries and, to the Actual Knowledge of the Company, no other party, is in Breach of any such Lease that would give rise to a material claim against the Company or any Company Subsidiary.

  • Except as would not reasonably be expected to have, individually or in the aggregate, a material effect on the Company and its subsidiaries, taken as a whole, each of the Company and its subsidiaries (and, to the Actual Knowledge of the Company, each Company Licensor and Company Licensee) has, as applicable, complied in all material respects with all of its obligations and duties to the respective patent and trademark offices with respect to the filing, prosecution and maintenance of the Scheduled IP.

  • Except as specifically disclosed in Schedule 5.18, no claim or litigation regarding any of the foregoing is pending or, to the Actual Knowledge of the Company, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

  • Except as disclosed in Schedule 4.27(b), to the Actual Knowledge of the Company, there has been no material loss, damage or unauthorized access, use, modification or breach of security of Personal Information maintained by or on behalf of the Company or the Subsidiary (including on behalf of the Company or the Subsidiary by any vendors of the Company and the Subsidiary), except as would not be reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

  • Schedule 4.16(b) sets forth a description of any union organizing or election activities involving any non-union employees of the Company or the Subsidiary which, in each case, have occurred since January 1, 2001 or, to the Actual Knowledge of the Company, are threatened as of the date hereof.

  • To the Actual Knowledge of the Company, the Leases and the existing and prior uses and activities thereon, including the use, maintenance and operation of the Company’s business (and activities related thereto), comply and have complied with all Environmental Laws.

  • Section 2.15(bb) of the Disclosure Schedule identifies each IP Contract (and other Contracts to the Actual Knowledge of the Company) to which the Company or any of its Subsidiaries is a party pursuant to which the execution of this Agreement or any of the other transactions contemplated by this Agreement, could result in the release from escrow of any Source Code that is Company Intellectual Property owned by Company or any of its Subsidiaries.

  • To the Actual Knowledge of the Company, neither the Company nor the Subsidiary is materially adversely affected by any dispute or controversy with a union or with respect to unionization or collective bargaining involving any supplier, client or customer of the Company or the Subsidiary.

  • To the Actual Knowledge of the Company, there has been no unauthorized disclosure by employees, consultants, officers or stockholders of the Company of the source code of the Software to third parties.

  • Note that NR2 equals the optical- depth times a constant multiplicative factor, which only depends on the system’s size.


More Definitions of Actual Knowledge of the Company

Actual Knowledge of the Company means the actual knowledge of the individuals set forth on Schedule II (without any duty of inquiry).
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Actual Knowledge of the Company means the actual knowledge, without inquiry, of Renan Bergmann, Danis J. Roy, Moacir de Assis Teixeira dos Santos, Antonio Carlos Macedo, Marcos Vieira or Vince Holley. For the avoidance of doubt, the identification of the foregoing individuals is not intended to, and shall not, impose on any of such individuals any personal liability.
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Actual Knowledge of the Company means the actual knowledge of Joanne Rusnell, Peter Mehlstaeubler, Doug Walker and Mary Ruijs.
Sample 1
Actual Knowledge of the Company means the actual knowledge of Joanne Rusnell, Peter Mehlstaeubler, Doug Walker and Mary Ruijs. “Business” means the operation of the businesses of the Company and its Subsidiaries as currently conducted by the Company and its Subsidiaries asof the date hereof, including the design, development, use, import, branding, advertising, promotion, marketing, manufacture, support, provision and sale or licenseof any Current Company Product or services, and further including the design, development, use, import, branding, advertising, promotion, marketing, manufacture, support, provision and sale or license of any Proposed Company Product.
Sample 1
Actual Knowledge of the Company means, with respect to representations and warranties made by the Company that relate to Timberland, the actual knowledge, after reasonable inquiry, of any of Xxxx Xxxxxxx, Xxxxxx X. Xxxxxxx, Xxxxxxxx X. Xxxxxxxxx, Xxxxxxx X. Xxxxxxxx and Xxxxx X. Xxxxxxx.
Sample 1
Actual Knowledge of the Company means to the actual knowledge of the Company or the Sponsor in their capacities as direct or indirect equity holders of Westaff and shall not be deemed to include the actual knowledge of employees of the Company or the Sponsor who sit on the Board of Directors of Westaff which is received by such employees as a result of or in their capacity as a member of the Board of Directors of Westaff but which is not otherwise available to shareholders of Westaff.
Sample 1

Related to Actual Knowledge of the Company

  • Knowledge of the Company means the actual knowledge of the individuals identified on Section 8.11(i) of the Company Disclosure Letter.

  • Actual Knowledge means the actual fact or statement of knowing, without any duty to make any investigation with regard thereto.

  • Seller’s Actual Knowledge means the current actual knowledge of Xxxxx Xxxxxxx, Xxxxxxxx Xxxxxxx, Xxxxx Xxxxxxxx, Xxxxxx Xxxxxxxx, and Xxxxxxx Xxxxxxx, without any inquiry. Seller represents and warrants that Xxxxxx Xxxxxxxx is the representative of Seller with principal administrative and oversight responsibility for the Property. The parties agree that (i) Seller's warranties and representations contained in this Agreement and in any document executed by Seller pursuant to this Agreement shall survive Buyer's purchase of the Property only for a period of one (1) year after the Close of Escrow (the "Limitation Period"), and (ii) Buyer shall provide actual written notice to Seller of any alleged breach of such warranties or representations and shall allow Seller thirty (30) days within which to cure such alleged breach, or, if such alleged breach cannot reasonably be cured within thirty (30) days, an additional reasonable time period, so long as such cure has been commenced within such thirty (30) days and diligently pursued. In no event is Seller obligated to cure any alleged breach. If Seller fails or elects not to cure such alleged breach after actual written notice and within such cure period, Buyer's sole and exclusive remedy shall be an action at law for damages, but in no event lost profits or punitive damages, which must be commenced, if at all, within the Limitation Period; provided, however, that if within the Limitation Period Buyer gives Seller written notice of such alleged breach and Seller commenced to cure and thereafter terminates such cure effort, Buyer shall have an additional sixty (60) days from the date that Seller notifies Buyer in writing that Seller has terminated its cure effort within which to commence such an action.

  • Knowledge of the Buyer means the actual knowledge of the persons listed on Schedule 1.01 under the heading “Knowledge of the Buyer”.

  • Knowledge of the Seller means the actual knowledge of (i) the chairman of the board of directors of the Seller, (ii) the chief executive officer of the Seller or (iii) the chief financial officer of the Seller, in each case, as such positions are held as of the date hereof, in their capacity as office holders of the Seller.

  • Knowledge of the Sellers means the knowledge of Xxxxxxx Xxxxx, Xxxx Xxxx, Xxxxxxx Xxxxx, Xxxxxx Xxxxxxx, Xxxxxx Xxxxxxxx, Xxxxxx Xxxxxxxx, Xxxxx Xxxxxx or Xxx Xxxx, in each case after reasonable inquiry and diligence and taking into account the respective duties and responsibilities of each.

  • Knowledge of Parent means the actual knowledge of the individuals listed on Section 1.1(a) of the Parent Disclosure Letter.

  • Residual Knowledge means knowledge, techniques, experience and Know-How that are (a) reflected in any Confidential Information owned or Controlled by the Disclosing Party and (b) retained in the unaided memory of any authorized representative of the Receiving Party after having access to such Confidential Information. A Person’s memory will be considered to be unaided if the Person has not intentionally memorized the Confidential Information for the purpose of retaining and subsequently using or disclosing it.

  • Parent’s Knowledge means the actual knowledge of those individuals identified in Section 1.1(b) of the Parent Disclosure Schedule.

  • Knowledge of Seller or Seller’s Knowledge or any other similar knowledge qualification, means the actual or constructive knowledge of any director or officer of Seller, after due inquiry.

  • Knowledge of Seller means the actual knowledge of Xxxx Xxxxxxxxx and Xxxx Xxxxxxx.

  • Knowledge of Sellers means the actual knowledge of Xxxxxxx Xxxxxxxxxx, Xxxxx Xxxxx and Xxxxxx Xxxx.

  • Knowledge means actual knowledge after reasonable investigation.

  • Knowledge of Buyer Means the actual knowledge of Xxxxxxx Xxxxxx.

  • Buyer’s Knowledge means the actual knowledge of Xxxxxxx Xxxxxxxx, Xxxxxxx Xxxxx or Xxxxxxx Xxxxx.

  • to Seller’s knowledge or “Seller’s Knowledge” means the present actual (as opposed to constructive or imputed) knowledge solely of Xxxx Xxxxxxx, Vice President, Leasing, and Xxxxxxxx Xxxxxxx, Senior Director of Property Management and regional property manager for this Property, without any independent investigation or inquiry whatsoever.

  • to the Company’s knowledge means the actual knowledge after reasonable investigation of the Company’s officers and directors.

  • Reasonable inquiry means an inquiry designed to uncover any information in the entity's possession about the identity of the producer or provider of covered telecommunications equipment or services used by the entity that excludes the need to include an internal or third-party audit.

  • Knowledge of Purchaser means the actual knowledge, after reasonable inquiry of their respective direct reports, of the Persons listed on Section 1.1(a) of the Purchaser Disclosure Schedule.

  • Purchaser’s Knowledge or “Knowledge of the Purchaser” means the actual knowledge of Xxxxxx X’Xxxxx.

  • Seller’s Knowledge means the actual knowledge of Xxxxxxx Xxxxxx, Xxxxxxx Xxxxxxx, Xxx Xxxxxxx, Xxxx Xxxxxxxx and Xxxxx Xxxxxxxx.

  • Company’s Knowledge means the actual knowledge of the executive officers (as defined in Rule 405 under the 0000 Xxx) of the Company, after due inquiry.

  • Best Knowledge means both what a Person knew as well as what the Person should have known had the Person exercised reasonable diligence. When used with respect to a Person other than a natural person, the term "Best Knowledge" shall include matters that are known to the directors and officers of the Person.

  • Borrower’s Knowledge or “Knowledge of the Borrower” means the actual knowledge of any person holding any of the following offices as of the date of determination: (a) President, Chief Executive Officer, any Executive Vice President, Chief Financial Officer, General Counsel, Secretary, Vice President-Human Resources, and Environmental Engineer, and any successor to those offices, such persons being the principal persons employed by the Borrower ultimately responsible for environmental operations and compliance, ERISA and legal matters relating to the Borrower or (b) the Treasurer or any other person having the primary responsibility for the day-to-day administration of, and dealings with the Administrative Agent and the Lenders in connection with, this Agreement.

  • Seller Related Parties means Seller, RAR, ROP, the Applicable Parties, any Affiliate of Seller and their respective direct or indirect members, partners, stockholders, officers, directors, employees and agents.

  • Seller Related Party means the Company and each of its Affiliates and its and their respective stockholders, partners, members, officers, directors, employees, controlling persons, agents and representatives.