Reasonable Knowledge definition

Reasonable Knowledge means each Member shall designate an individual who is competent to personally search the records of the Member for Necessary Patents (“Designee”). The company shall insure that Designee has access to such Member’s Patents and agreements specifically related to Necessary Patents as is reasonably necessary to conduct an internal search to provide the Written Response pursuant to Section 103.3(a) or 3.3(b), as appropriate. This Designee shall be responsible for individually conducting a search for Necessary Patents. Reasonable Knowledge shall be defined as the personal knowledge of Designee and knowledge of the Member shall not be imputed to the Designee. For purposes of clarification, Members shall not be obligated to provide support personnel to assist the Designee. Except as required to fulfill its obligations in accordance with this Section 103.10(k), no Member shall have a duty to conduct a search.
Reasonable Knowledge means with respect to a particular fact or matter, (a) in the case of an individual, that a reasonable individual should have or should have had Actual Knowledge of such fact or matter or could be expected to discover or otherwise become aware of such fact or other matter in the course of conducting a reasonable inquiry concerning the existence of such fact or other matter, or (b) in the case of a Person that is not an individual, that a reasonable individual who is serving, or who has at any time served, as a director, officer or partner of such Person (or in any similar capacity), or as an employee having responsibility for such facts or matters should have or should have had Actual Knowledge of such fact or matter or could be expected to discover or otherwise become aware of such fact or other matter in the course of conducting a reasonable inquiry concerning the existence of such fact or other matter
Reasonable Knowledge has the meaning set forth in Section 4.1(l)(i).

Examples of Reasonable Knowledge in a sentence

  • Neither the execution nor delivery of this Agreement, nor the carrying on of the Company's business by the employees of the Company, nor the conduct of the Company's business as proposed, will, to the Company's Reasonable Knowledge, conflict with or result in a breach of the terms, conditions or provisions of, or constitute a default under, any material contract, covenant or instrument under which any of such employees is now obligated.

  • To the Reasonable Knowledge of the Company, there are no claims, or any basis for any claims, by third parties that it has infringed any intellectual property of any other Person or that any other Person has infringed any of the Intellectual Property of the Company.

  • No Proceeding has been commenced or, to the Reasonable Knowledge of the Purchaser, threatened against the Purchaser that challenges, or may have the effect of preventing, delaying, making illegal, or otherwise interfering with, the Basic Transaction or the Purchaser's exercise of the Option.

  • In addition, (1) no event has occurred or, to the Reasonable Knowledge of the Company, no circumstance exists that may give rise to or serve as a basis for the commencement of any Proceeding by or against the Company and (2) no Proceeding has been settled since the Inception Date, for an amount greater than NT$1,000,000.

  • To the Reasonable Knowledge of the Company, none of the Company Intellectual Property is being infringed in any material respect by a third party.

  • To the Reasonable Knowledge of the Company, each such agreement is in full force and effect, and the Company has in all material respects performed its obligations thereunder.

  • To the Reasonable Knowledge of the Company, the Company and/or its Subsidiaries own or otherwise have sufficient rights to use all material Intellectual Property necessary to conduct the Business as currently conducted (“Necessary Intellectual Property”).

  • To the Reasonable Knowledge of the Company, the buildings, plants, structures, equipment and other material assets of the Company are structurally sound.

  • Except as set forth in the Schedule of Exceptions, to the Company's Reasonable Knowledge the Company is in compliance with applicable laws governing the Company's "employee benefit plans" as such term is defined in Section 3(3) of the Employee Retirement Income Security Act of 1974, except where such failure to comply would not have a Material Adverse Effect.

Related to Reasonable Knowledge

  • 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.

  • Knowledge means actual knowledge after reasonable investigation.

  • 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.

  • 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.

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