Knowledge Group Sample Clauses

The Knowledge Group clause defines which individuals or entities within an organization are considered to possess relevant knowledge for the purposes of the agreement. Typically, this clause lists specific roles, such as directors, officers, or key employees, whose awareness or information is attributed to the company when determining if the company "knows" certain facts or circumstances. By clearly identifying the scope of whose knowledge is relevant, the clause ensures clarity and fairness in attributing knowledge, preventing disputes over whether the company should have been aware of particular issues.
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Knowledge Group. ▇▇▇ ▇▇▇▇▇▇;
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Knowledge Group. Section 3.B(z) of the Company Disclosure Schedule contains the list of Stockholders required in the definition of “Knowledge of the Company” as contained in this Agreement.
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Knowledge Group. Whenever any warranty in this Agreement is qualified by the knowledge of the Company, such warranty shall be deemed to be limited to the actual knowledge, after reasonable inquiry of such Person’s direct reports, of the individuals listed on Section 1.4 of the Company Disclosure Schedules. Whenever any warranty in this Agreement is qualified by the knowledge of Parent, such warranty shall be deemed to be limited to the actual knowledge, after reasonable inquiry of such Person’s direct reports at Parent, of the individuals set forth on Schedule 1.4, being the executive officers of Parent.
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Knowledge Group. ▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Sagent Management Exhibit A This ESCROW AGREEMENT (this “Agreement”) is made as of [●], 2021, by and among I.B.I Trust Management (the “Escrow Agent”), Nano Dimension Ltd., an Israeli company (“Parent”), Nano-Dimension Technologies Ltd., an Israeli company and a wholly owned subsidiary of Parent (the “Purchaser”) and Shareholder Representative Services LLC (the “Holder Representative”) solely in its capacity as representative of the Indemnifying Parties (individually, an “Indemnifying Party,” and collectively, the “Indemnifying Parties”). Capitalized terms used but not otherwise defined in this Agreement will have the meanings given to them in the Purchase Agreement (as defined below). If the terms of this Agreement conflict in any way with the terms of the Purchase Agreement, then the terms of the Purchase Agreement shall control.
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Knowledge Group. Whenever any representation or warranty in this Agreement is qualified by the knowledge of the Company and/or Sellers, such representation or warranty shall be deemed to be limited to the actual knowledge as of the date hereof and the Closing Date of ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ after having conducted a reasonable inquiry.
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Knowledge Group. For purposes of this Agreement, the knowledge of the Company (and words of similar import), shall be the actual knowledge of R▇▇▇▇▇ ▇. Steel, K▇▇▇▇▇▇ ▇. Steel, Jr., B▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ or M▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, without giving effect to imputed knowledge or any duty to investigate. ARTICLE II
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Knowledge Group. Whenever any representation or warranty in this Agreement is qualified by the “Company’s Knowledge,” such representation or warranty shall be deemed to be made to the actual knowledge as of the date of this Agreement and as of the Closing Date of the individuals identified on Schedule 1.4, in each case, after reasonable inquiry and investigation (such knowledge, the “Company’s Knowledge”).
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Knowledge Group. The actual knowledge of only the individuals set forth below shall be considered in connection with the definition of Knowledge pursuant to the related Agreement: S▇▇▇▇ ▇▇▇▇▇ T▇▇ ▇▇▇▇▇▇ P▇▇▇ ▇▇▇▇▇▇ EVA LLC (the "Transferor"), for value received, does hereby transfer to __________ (the "Transferee"), the 250 Ordinary Shares of US$1.00 par value each standing in the Transferor’s name in the undertaking called CapLease CDO 2005-1, Ltd. (an exempted company incorporated in the Cayman Islands), to hold the same unto the Transferee. Signed by the Transferor _____________________ Dated this ____ day of _________ 2011 FOR VALUE RECEIVED, EVA LLC hereby sells, assigns and transfers unto ________________________________, ____ shares of common stock of CapLease CDO 2005-1 Corp., (the “Corporation”), represented by Certificate No.__ herewith, and does hereby irrevocably constitute and appoint ________________ attorney to transfer the said stock on the books of the Corporation with full power of substitution in the premises. Dated: CAPLEASE CDO 2005-1 CORP. By: Name: Title: CapLease Investment Management, LLC, a Delaware limited liability company (“CapLease, LLC”), in its capacity as Collateral Manager under the Collateral Management Agreement hereby agrees, in furtherance of the assignment and assumption pursuant to that certain Collateral Manager Assignment and Assumption Agreement (the “Assignment Agreement”), dated as of _____, 2011, by and among CapLease, LLC and _____ and hereby appoints _____ and its officers, and any successor of it or them with full power of substitution, as CapLease LLC’s true and lawful representative and attorney-in-fact, and agent of CapLease, LLC, in its capacity as Collateral Manager, including without limitation the right to execute (under hand, under seal or as a deed) and deliver on behalf of CapLease, LLC any agreements, instruments, orders, notices, directions or other documents or agreements in connection with or pursuant to the Assignment Agreement, the Collateral Management Agreement, the Servicing Agreement or the Indenture, as applicable. Capitalized terms used and not defined herein shall have the respective meanings given them in the Assignment Agreement or incorporated by reference therein. It is further understood that _____ may deliver to third parties a copy of this document as evidence of the authority of _____ to act as agent and attorney-in-fact for and on behalf of CapLease, LLC to the extent such power is granted her...
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Related to Knowledge Group

  • Knowledge Whenever a representation or warranty or other statement in this Agreement (including, without limitation, Schedule I hereto) is made with respect to a Person's "knowledge," such statement refers to such Person's employees or agents who were or are responsible for or involved with the indicated matter and have actual knowledge of the matter in question.

  • Knowledge of the Company The term “Knowledge of the Company” shall mean the actual knowledge of the Company and the Sellers, with respect to the matter in question, and such knowledge as any of them reasonably should have obtained upon commercially reasonable inquiry of employees and contractors of the Company into the matter in question.

  • Duty to Make Inquiry To the extent that any of the representations or warranties in this Article II are qualified by “knowledge” or “belief,” the Company represents and warrants that it has made due and reasonable inquiry and investigation concerning the matters to which such representations and warranties relate, including, but not limited to, diligent inquiry of its directors, officers and key personnel.

  • Schedules; Knowledge Each party is presumed to have full knowledge of all information set forth in the other party's schedules delivered pursuant to this Agreement.

  • Purchaser’s Knowledge The Seller shall not be liable for any Claim under or in respect of the Seller’s Warranties to the extent that the Purchaser is actually aware at the date of this Agreement (i) of the facts, matters or circumstances which are the subject matter of the Claim and (ii) that such facts, matters or circumstances could reasonably be expected to give rise to a Claim.