Knowledge of Claim Sample Clauses

The 'Knowledge of Claim' clause defines the extent to which a party is considered to be aware of any claims, liabilities, or issues relevant to the agreement. Typically, this clause specifies whether knowledge is limited to actual awareness or includes information that should have been known through reasonable inquiry, and may identify which individuals' knowledge is relevant (such as officers or managers). By clarifying whose knowledge is imputed and the standard for such knowledge, this clause helps allocate risk and prevent disputes over whether a party should have disclosed or acted upon certain information.
Knowledge of Claim. If at any time Developer (or its Contractor) becomes aware of a claim or a potential claim related to the Project in which the demand or probable ultimate cost exceeds $10,000, Developer (or its Contractor) shall promptly provide written notice (“Claim Notice”) to Agency which sets forth the nature of the claim or potential claim and the date
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Knowledge of Claim. If Company shall obtain knowledge of any Claim subject to Section 13.2(A) (Indemnification Against Third Party Claims) or otherwise under this Agreement, Company shall give prompt notice thereof to Seller, and if Seller shall obtain any such knowledge, Seller shall give prompt notice thereof to Company. EXECUTION VERSIONPuna Geothermal Venture ARTICLE 1388
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Knowledge of Claim. Notwithstanding anything herein to the contrary, Silgan and the Purchasers shall not be entitled to make a claim with respect to a breach of a representation and warranty if, as at the Closing Date, any of ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇ or ▇▇▇▇▇▇ ▇▇▇▇▇ had actual knowledge that such representation and warranty was breached or inaccurate and conspired to withhold such information deliberately with the intention of bringing a claim against the Selling Parties pursuant to this Article X after the Closing Date. The burden of proof shall be on the Selling Parties to prove the foregoing by a showing of clear and convincing evidence (notwithstanding any other level of burden of proof). Notwithstanding anything to the contrary, the fact that any of ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇ or ▇▇▇▇▇▇ ▇▇▇▇▇ or any other Silgan personnel or any of Silgan's representatives or advisors viewed any document in the Data Room shall not in and of itself constitute knowledge and the fact that any document or email was sent to any of ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇ or ▇▇▇▇▇▇ ▇▇▇▇▇ or any other Silgan personnel or any of Silgan's representatives or advisors shall not in and of itself constitute knowledge. For the avoidance of doubt, this Section 10.11 shall not apply to any claims under Sections 10.2(f) or 10.3 or relating to, arising out of or in connection with the disposal of any asbestos-containing materials stored on the grounds of the Amcor Venezuela manufacturing plant located in Valencua - Edo. Carabobo, Venezuela.
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Related to Knowledge of Claim

  • No Knowledge of Breach Neither Company nor any of its Subsidiaries has any Knowledge of any facts or circumstances that would result in Buyer or Buyer Bank being in breach on the date of execution of this Agreement of any representations and warranties of Buyer or Buyer Bank set forth in ARTICLE IV.

  • 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.

  • Knowledge of Default It is expressly understood and agreed that the Agent shall be entitled to assume that no Default or Event of Default has occurred and is continuing, unless the officers of the Agent immediately responsible for matters concerning this Agreement shall have received a written notice from a Lender or the Borrower specifying such Default or Event of Default and stating that such notice is a “notice of default”. Upon receiving such a notice, the Agent shall promptly notify each Lender of such Default or Event of Default and provide each Lender with a copy of such notice and shall endeavor to provide such notice to the Lenders within three (3) Business Days (but without any liability whatsoever in the event of its failure to do so). The Agent shall also furnish the Lenders, promptly upon receipt, with copies of all other notices or other information required to be provided by the Borrower hereunder.

  • 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.

  • No Litigation Threatened No action or proceedings shall have been instituted or threatened before a court or other government body or by any public authority to restrain or prohibit any of the transactions contemplated hereby.