Knowledge shall definition

Knowledge shall mean with respect to any representation, warranty or statement of any party in this Agreement that is qualified by such party's "knowledge," the actual knowledge of such party or of any officer or director of such party, or (i) in the case of any such officer or director, that knowledge that a reasonably prudent officer or director should have if such person duly performed his or her duties as an officer or director of such party or any of such party's Subsidiaries, or made reasonable and diligent inquiry and exercised due diligence with respect thereto, of the matter to which such qualification applies, and (ii) in the case of any of the Sellers, that knowledge that such Seller should have if such Seller made reasonable and diligent inquiry and exercised due diligence with respect thereto.
Sample 1Sample 2Sample 3
Knowledge shall mean with respect to the Borrower, Shelbourne OP, Shelbourne GP, the Shelbourne REIT, or the Subsidiaries of any such Person, the knowledge of any of Xxxxxxx Xxxxxx, Xxxxx Xxxxxxxxx, Xxxx Xxxxxxx, or Xxxxxxx Xxxxxxx, or any Person who shall at any time replace any of the foregoing.
Sample 1
Knowledge shall mean with respect to the Borrower and the Borrower Subsidiaries, the knowledge of any of Michael Ashner, Peter Braverman, Lara Sweeney, or Carolyn Tiffany, or xxx Xxxxxx xxo xxxxx xx xxx xxme xxxxxxx xxx of txx xxxxxxxxx.
Sample 1

Examples of Knowledge shall in a sentence

  • Knowledge shall not be imputed nor shall it include any matters which such person should have known or should have been reasonably expected to have known.

  • The Insured shall notify the Company promptly in writing (i) in case of any litigation as set forth in Section 5(a) of these Conditions, (ii) in case Knowledge shall come to an Insured hereunder of any claim of title or interest that is adverse to the Title, as insured, and that might cause loss or damage for which the Company may be liable by virtue of this policy, or (iii) if the Title, as insured, is rejected as Unmarketable Title.

  • Knowledge shall be presumed from the time when the transmission system operator has published the changes to the technical requirements.

  • NOTICE OF CLAIM TO BE GIVEN BY INSURED CLAIMANTThe Insured shall notify the Company promptly in writing (i) in case of any litigation as set forth in Section 5(a) of these Conditions, (ii) in case Knowledge shall come to an Insured hereunder of any claim of title or interest that is adverse to the Title, as insured, and that might cause loss or damage for which the Company may be liable by virtue of this policy, or (iii) if the Title, as insured, is rejected as Unmarketable Title.

  • Knowledge shall not be inferred solely from the fact that a copy of all or part of the trust instrument is held by the person relying upon the trust certification.

  • Knowledge shall mean actual knowledge of the Board or the Company’s senior executives.

  • Note: Applicants who hold a refrigeration endorsement of a certificate as Marine Engine‑Driver Grade II may be exempted from the examination.Examination Subjects — (a) The examination for Marine Engine‑Driver Grade I set out in Schedule Two to Section 2 of the Code except that Engineering Knowledge shall be divided into 2 subjects so that the examination shall consist of: Practical Mathematics (1 3‑hour paper).

  • The Insured shall notify the Company promptly in writing (i) in case of any litigation as set forth in Section 5(a) of these Conditions, (ii) in case Knowledge shall come to an Insured of any claim of title or interest that is adverse to the Title or the lien of the Insured Mortgage, as insured, and that might cause loss or damage for which the Company may be liable by virtue of this policy, or (iii) if the Title or the lien of the Insured Mortgage, as insured, is rejected as Unmarketable Title.

  • Best Knowledge" shall mean both what a Person knew as well as what the Person should have known had the Person exercised reasonable diligence.

  • Knowledge shall be presumed from the time when the transmission system operator has published the respective increase in transportation tariffs and charges.


More Definitions of Knowledge shall

Knowledge shall mean with respect to any representation, warranty or statement of any party in this Agreement that is qualified by such party's "knowledge" or "best knowledge," the actual knowledge of such party or, in the case of an entity, the actual knowledge of any officer, director or manager of such entity.
Sample 1

Related to Knowledge shall

  • Knowledge means actual knowledge after reasonable investigation.

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

  • 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.

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

  • 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.

  • 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.

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

  • best means most effective in achieving a high general level of protection of the environment as a whole.

  • 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 Buyer Means the actual knowledge of Xxxxxxx Xxxxxx.

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

  • Investigations The Xxxxxxx, when requested by one or a number of employees whom he/she represents, may investigate the basis for any dispute arising under this Agreement and may, at any stage, assist the employee(s) in seeking resolution of such dispute through the grievance procedure provided herein. A representative of the Union may substitute in place of the Xxxxxxx.

  • 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.

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

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

  • to the best knowledge of means, when modifying a representation, warranty or other statement of any Person, that the fact or situation described therein is known by the Person (or, in the case of a Person other than a natural Person, known by a Responsible Official of that Person) making the representation, warranty or other statement, or with the exercise of reasonable due diligence under the circumstances (in accordance with the standard of what a reasonable Person in similar circumstances would have done) would have been known by the Person (or, in the case of a Person other than a natural Person, would have been known by a Responsible Official of that Person).

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

  • to the knowledge or "knowledge" of a party (or similar phrases) means to the extent of matters which are actually known by such party and when used in respect of the Company or the Company Subsidiary, the term "to the knowledge" or "knowledge" shall mean the matters which are known or reasonably should be known by Guy Fietz, or Gordon Ellison after due inquiry.

  • Complaint Investigation means an investigation of any complaint that has been made to a proper authority that is not covered by an abuse investigation.

  • Reasonable Best Efforts means best efforts, to the extent commercially reasonable.

  • Well-Known Seasoned Issuer means a well-known seasoned issuer, as defined in Rule 405.

  • believe “intend,” “project,” “plan,” “expect,” “continue,” “estimate,” “goal,” “forecast,” “may,” “will,” or similar expressions help identify forward-looking statements. Except for their respective obligations to disclose material information under U.S. federal securities laws, neither Energy Transfer nor SemGroup undertakes any obligation to release publicly any revisions to any forward-looking statements, to report events or circumstances after the date of this document, or to report the occurrence of unanticipated events. Forward-looking statements involve a number of risks and uncertainties, and actual results or events may differ materially from those projected or implied in those statements. Important factors that could cause such differences include, but are not limited to: • the expected timing of closing the merger and benefits of the merger; • the matters described in the section titled “Risk Factors;” • cyclical or other downturns in demand; • adverse changes in economic or industry conditions; • changes in the securities and capital markets; • changes affecting customers or suppliers; • changes in laws or regulations, third-party relations and approvals, and decisions of courts, regulators and/or governmental bodies; • effects of competition; • developments in and losses resulting from claims and litigation; • changes in operating conditions and costs; • the extent of Energy Transfer’s or SemGroup’s ability to achieve its operational and financial goals and initiatives; and • Energy Transfer’s continued taxation as a partnership and not as a corporation. In addition, the acquisition of SemGroup by Energy Transfer is subject to the satisfaction of certain conditions and the absence of events that could give rise to the termination of the merger agreement, the possibility that the merger does not close, risks that the proposed acquisition disrupts current plans and operations and business relationships or poses difficulties in attracting or retaining employees, the possibility that the costs or difficulties related to the integration of the two companies will be greater than expected and the possibility that the anticipated benefits from the merger cannot or will not be fully realized. All written and oral forward-looking statements attributable to Energy Transfer or SemGroup or persons acting on behalf of Energy Transfer or SemGroup are expressly qualified in their entirety by such factors. For additional information with respect to these factors, please see the section entitled “Where You Can Find More Information.”

  • responsible Minister , in relation to a scheme, means the Minister to whom the administration of the relevant scheme Act is for the time being committed by the Governor;

  • Responsible public entity means a public entity that has the power to develop or operate the applicable qualifying project.

  • Reasonable time means: 25.1 between 8.00 a.m. and 6.00 p.m. on a weekday; or 25.2 between 9.00 a.m. and 5.00 p.m. on a Saturday; or 25.3 at any other time agreed between the lessor and each tenant.Requirement to negotiate a day and time for a proposed entry by the lessor