Knowledge of the Sellers definition

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 the Sellers means a Seller’s or any of the Company’s officers’ or employees’ (i) actual knowledge; (ii) knowledge that would have been obtained upon reasonable due care; or (iii) knowledge that they should have had in performing the duties of their office.

Knowledge of the Sellers. (or “the Sellers’ Knowledge”) shall mean the actual knowledge of the officers of the Sellers listed on Schedule 13.1, after reasonable inquiry.

Examples of Knowledge of the Sellers in a sentence

• There has been no Legal Proceedings initiated or, to the Knowledge of the Sellers, threatened, against the Owned Real Properties and/or the Leased Real Properties.

• Each of the lease agreements with respect to the Leased Real Properties is valid, binding and enforceable in accordance with its terms, and the Company is not in breach thereof nor, to the Knowledge of the Sellers, is there any breach by a counterparty thereof.

• There is no pending or, to the Knowledge of the Sellers, threatened, labor related Legal Proceeding in which the Company is involved.

• The Company has not breached any Material Contract and, to the Knowledge of the Sellers, there is no event which may constitute a breach of any Material Contract by a counterparty thereto (including, but not limited to, any event which, with the giving of notice or passage of time, would constitute a default).

• There is no Legal Proceeding against any Seller which challenges, prevents, restricts or delays the Transaction that is pending nor, to the Knowledge of the Sellers, is there any evident concern of such Legal Proceeding being instituted against any Seller and such Seller not prevailing therein.

More Definitions of Knowledge of the Sellers

Knowledge of the Sellers means any matter, fact, or thing that is, as of the date hereof or the Closing Date, actually known or would reasonably be expected to be known to the Sellers after due inquiry and reasonable investigation.

Knowledge of the Sellers or any similar phrase means the actual knowledge of each or either Seller, in each case without obligation of inquiry.

Knowledge of the Sellers or the “Sellers’ Knowledge” means the actual knowledge of any of the individuals identified in Section 10.2 of the Seller Disclosure Letter.

Knowledge of the Sellers or similar terms used in this Agreement mean the actual (but not constructive or imputed) knowledge of the Persons listed in Exhibit 1.01(e) as of the date of this Agreement (or, with respect to a certificate delivered pursuant to this Agreement, as of the date of delivery of such certificate) without any implication of verification or investigation concerning such knowledge.

Knowledge of the Sellers or other similar phrases shall mean the Knowledge of any of the Sellers and the actual knowledge of any other executive officer of the Subject Company.

Knowledge of the Sellers means the actual awareness of facts or circumstances concerning a matter by Xxxxxx Xxxx or the knowledge that he would have after reasonable inquiry in respect of matters within the area of his primary responsibility.

Knowledge of the Sellers means, with respect to each Seller, as applicable, the knowledge of the officers of such Seller and/or any of its Subsidiaries, as applicable, relating to a particular matter without any obligation to inquire or otherwise investigate relating to a particular matter; provided, however, that a person charged with responsibility for the aspect of the business relevant or related to the matter at issue shall be deemed to have knowledge of a particular matter to the extent that such person’s failure to have knowledge of such matter would constitute negligence in the context of his or her duties and responsibilities in the ordinary course of business.