Knowledge of the Vendors definition

Knowledge of the Vendors. Vendors' Knowledge" or any other similar knowledge qualification, means the actual knowledge of the Vendors, or any one of them, and includes the knowledge that any Vendor would have gained after reasonable inquiry.

Knowledge of the Vendors or “the Vendors’ Knowledge” means the actual knowledge of the individuals listed in Section 1.1(a) of the Disclosure Schedule, after due and diligent inquiry, without personal liability on the part of any of them.

Knowledge of the Vendors means the actual knowledge of Xxxxxx Xxxxxx or Xxxxxxx Xxxxxxxx, respectively, in each case after reasonable internal and, as applicable, external, inquiry consistent with such individual's relationship or position with the Company, so that, as a result of such inquiry, such individual is able to express an informed understanding as to the particular matters represented.

Examples of Knowledge of the Vendors in a sentence

• The services provided by the Business are in material conformity with all applicable contractual commitments and all express and implied warranties, and the Business has no liability (nor, to the Knowledge of the Vendors, is there any basis for any present or future Claim giving rise to any liability) for such services rendered by the Business, except as disclosed in Section 3.40 hereto.

• To the Knowledge of the Vendors, there exist no contingent liabilities for Taxes or any justified grounds for an assessment or a reassessment, including, without limitation, unreported benefits conferred on a shareholder of the Business, aggressive treatment of income, expenses, credits or other claims for deduction under any Tax Return or notice other than as adequately disclosed in the Financial Statements.

• No property, asset or right of the Business nor, to the Knowledge of the Vendors, the Leased Premises have been taken or expropriated by any Governmental Authority and no notice or proceeding in respect of any such expropriation has been received by the Vendors or the Business nor, to the Knowledge of the Vendors, is there any intent or proposal to give any such notice or commence any such expropriation or similar proceedings.

• Since December 31, 2023, the Business has carried on in all material respects in the Ordinary Course, and without limiting the foregoing, there has not been any material adverse change in the financial condition, operations, or results of operations of the Business, nor has there been any occurrence or circumstances which, to the Knowledge of the Vendors, with the passage of time, might reasonably be expected to have such a material adverse effect.

• All accounts receivable of the Business, including the Closing Receivables, were created in the Ordinary Course, are reflected properly in its Books and Records, and the Closing Receivables are valid receivables subject to no setoffs or counterclaims, are current and, to the Knowledge of the Vendors, collectible as per their respective terms.

• The Business has received no written indication and, to the Knowledge of the Vendors, there exists no other fact or circumstance that could lead to expect any of the customers or suppliers of the Business not to continue their current relationships with the Business following the Closing Date on terms and conditions substantially the same as those applicable prior to the Closing Date, or to terminate, reduce or otherwise detrimentally affect said relationship.

• To the Knowledge of the Vendors, all such Tax Returns are correct and complete in all material respects, and no material fact has been nor shall be omitted therefrom.

More Definitions of Knowledge of the Vendors

Knowledge of the Vendors. Knowledge of the Purchaser", as the case may be, means with respect to the existence or absence of facts, that none of the Vendors have had or the Purchaser has had come to their or its attention any information which would give them or it actual knowledge of the existence or absence of such facts and that they or it have not undertaken any independent investigation to determine the existence or absence of such facts;

Knowledge of the Vendors means the knowledge that Xxxxxxx X Xxxxxxx and Xxxxx Xxxxx Xxxxx has or should reasonably be expected to have in relation to facts or circumstances contemplated by the applicable provisions of this Agreement, after having conducted a commercially reasonable inquiry among the Corporation’s legal counsel and independent accountants or auditors about such facts or circumstances as a reasonable person would do under such circumstances.

Knowledge of the Vendors means the actual knowledge of the officers and directors of the Vendors, without any duty of inquiry with nothing being imputed or deemed to be known even if accessible means of knowledge exist;

Knowledge of the Vendors means the actual knowledge of any of the Vendors after consultation with the current Officers.

Knowledge of the Vendors means the actual or constructive knowledge of Chad Niehaus, Mark Rudnicki and Gerry Wilkinson, after reasonable internal inquiry;

Knowledge of the Vendors means, other than with respect to Section 6.1.36, the knowledge of the Vendors after having made such reasonable enquiries of the records of the Corporation and the Director of Finance and Administration of the Corporation, a management employee who is reasonably likely to have knowledge of relevant matters as are necessary to obtain informed knowledge.