Knowledge of the Parent definition

Knowledge of the Parent means the actual knowledge of any executive officer or member of the Board of Directors of the Parent as listed in Section 3.8 of the Parent Disclosure Schedule.

Knowledge of the Parent means, with respect to a particular fact or other matter, that (i) an individual who is a director or executive officer of the Parent, the Seller, the Company or any Group Member is actually aware of such fact or other matter or (ii) a reasonably prudent individual in the satisfaction of his or her duties as a director or executive officer of the Parent, the Seller, the Company or any Group Member would be reasonably expected to discover or otherwise become aware of such fact or other matter in the course of conducting a reasonable investigation.

Knowledge of the Parent means the actual knowledge of the directors and executive officers of Parent listed in Section 5.5 of the Parent Disclosure Schedule, in each case without such individual being obligated to conduct any special inquiry or investigation into the affairs or records of the Parent. The directors and executive officers of the Parent listed in Section 5.5 of the Parent Disclosure Schedule shall not be deemed to have knowledge (actual, constructive or otherwise) of any fact, event, condition or occurrence known or deemed to be known by any other Person other than as expressly set forth in the foregoing sentence.

Examples of Knowledge of the Parent in a sentence

• There is, and since January 1, 2022 has been, no (a) Proceeding pending, or, to the Knowledge of the Parent, threatened, against the Parent or any of its Subsidiaries or any officer, director or employee of the Parent or any of its Subsidiaries in such capacity before any Governmental Authority or (b) Order outstanding against the Parent or any of its Subsidiaries, in each case except as has not been, and would not reasonably be expected to be, material to the Parent and its Subsidiaries, taken as a whole.

• As of the date hereof, no event has occurred which, with or without notice, lapse of time or both, would or would reasonably be expected to constitute a default or breach on the part of the Parent or any of its Affiliates or, to the Knowledge of the Parent, any other Person, under the Debt Commitment Letter.

• To the Knowledge of the Parent, there are no agreements among other parties, to which the Parent or Buyer is not a party and by which it is not bound, with respect to the voting (including without limitation voting trusts or proxies) or sale or transfer (including without limitation agreements relating to rights of first refusal, co-sale rights or “drag-along” rights) of any securities of the Parent or the Buyer.

• To the Knowledge of the Parent, Parent or its applicable Subsidiaries have entered into retransmission consent agreements with respect to each MVPD with more than 50,000 paid U.S. pay television subscribers in any of the Parent Stations’ Markets.

• The Debt Commitment Letter is in full force and effect and is a valid and binding obligation of the Parent and, to the Knowledge of the Parent, the other parties thereto, enforceable against the Parent and, to the Knowledge of the Parent, the other parties thereto in accordance with its terms (subject to applicable bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and other laws affecting creditors’ rights generally and general principles of equity).

More Definitions of Knowledge of the Parent

Knowledge of the Parent means such facts and other information that as of the date of determination are actually known to the individuals set forth on Section 5.9 of the Parent Disclosure Schedule,

Knowledge of the Parent means the knowledge of those individuals listed on Section 8.03(a)(xxix) of the Disclosure Schedule.

Knowledge of the Parent means the actual knowledge of the officers and directors of the Parent.

Knowledge of the Parent or "Known to the Parent" means the knowledge of any officer or director of the Parent. An officer or director of Parent will be deemed to have Knowledge of a particular fact or other matter if such individual is actually aware of such fact or other matter.

Knowledge of the Parent or “Parent’s Knowledge” means the actual knowledge of the officers of Parent and the officers and directors of Seller.

Knowledge of the Parent shall have the meaning set forth in Section 10.12.

Knowledge of the Parent means the actual knowledge of those individuals listed in Section 11.1(e) of the Parent Disclosure Schedule, after due inquiry.