Common use of Representations Complete Clause in Contracts

Representations Complete. None of the representations or warranties made by Parent or Merger Sub herein or in any Schedule hereto, or certificate furnished by the Parent pursuant to this Agreement, when all such documents are read together in their entirety, contains or will contain at the Effective Time any untrue statement of a material fact, or omits or will omit at the Effective Time to state any material fact necessary in order to make the statements contained herein or therein, in the light of the circumstances under which made, not misleading.

Appears in 2 contracts

Sources: Agreement and Plan of Reorganization and Merger (Futurelink Corp), Agreement and Plan of Reorganization and Merger (Futurelink Corp)

Representations Complete. None of the representations or warranties made by Parent or Merger Sub herein or in any Schedule hereto, or certificate furnished by the Parent pursuant to this Agreement, when all such documents are read together in their entirety, contains or will contain at the Effective Time any untrue statement of a material fact, or omits or will omit at the Effective Time to state any material fact necessary in order to make the statements contained herein or therein, in the light of the circumstances under which made, not misleading.

Appears in 2 contracts

Sources: Merger Agreement (Jupiter Communications Inc), Merger Agreement (About Com Inc)

Representations Complete. None of the representations or warranties made by Parent or Merger Sub herein or the Parent, nor any statement made in any Schedule hereto, schedule or certificate furnished by the Parent pursuant to this Agreement, when all such documents are read together in their entirety, contains or will contain at the Effective Time Time, any untrue statement of a material fact, or omits or will omit at the Effective Time Time, to state any material fact necessary in order to make the statements contained herein or therein, in the light of the circumstances under which made, not misleading.

Appears in 2 contracts

Sources: Agreement and Plan of Reorganization (Cypress Semiconductor Corp /De/), Agreement and Plan of Reorganization (Cypress Semiconductor Corp /De/)

Representations Complete. None of the representations or warranties made by the Parent or Merger Sub herein or in any Schedule hereto, or certificate furnished by the Parent pursuant to this Agreement, when all such documents are read together in their entirety, contains or will contain at the Effective Time Closing Date any untrue statement of a material fact, or omits or will omit at the Effective Time Closing Date to state any material fact necessary in order to make the statements contained herein or therein, in the light of the circumstances under which made, not misleading.

Appears in 2 contracts

Sources: Merger Agreement (Liveperson Inc), Merger Agreement (Liveperson Inc)

Representations Complete. None of the representations or warranties made by Parent or Merger Sub Seller herein or in any Schedule exhibit or schedule hereto, including the Disclosure Letter, or in any certificate furnished by the Parent or Seller pursuant to this Agreement, when all such documents are read together in their entirety, contains or will contain at the Effective Time any untrue statement of a material fact, or omits or will omit at the Effective Time to state any material fact necessary in order to make the statements contained herein or therein, in the light of the circumstances under which made, not misleading.

Appears in 2 contracts

Sources: Membership Interest Purchase Agreement (ShoreTel Inc), Membership Interest Purchase Agreement (Novation Companies, Inc.)

Representations Complete. None of the representations or ------------------------ warranties made by the Parent or Merger Sub herein Sub, nor any financial statement, other written financial information or statements made in any exhibit, Schedule hereto, or certificate furnished by the Parent or Sub pursuant to this Agreement, when all such documents are read together in their entirety, Agreement contains or will contain at the Effective Time any untrue statement of a material fact, fact or omits or will omit at the Effective Time to state any material fact necessary in order to make the statements contained herein or therein, in the light of the circumstances under which they were made, not misleading.

Appears in 1 contract

Sources: Merger Agreement (Lantronix)

Representations Complete. None of the representations or warranties made by Parent or Merger Sub herein or in any Schedule hereto, or certificate furnished delivered by the Parent pursuant to this Agreement, when all such documents are read together in their entirety, contains or will contain at the Effective Time any untrue statement of a material fact, or omits or will omit at the Effective Time to state any material fact necessary in order to make the statements contained herein or therein, in the light of the circumstances under which made, not misleading.

Appears in 1 contract

Sources: Merger Agreement (Alloy Inc)

Representations Complete. None of the representations or warranties ------------------------ made by Parent or Merger Sub herein or herein, nor any statement made in any Schedule heretolist or other statement separately certified by Parent, Exhibit or certificate furnished by the Parent pursuant to this Agreement, when all such documents are read together in their entirety, contains or will contain at the Effective Time any untrue statement of a material factfact at the Effective Time, or omits or will omit at the Effective Time to state any material fact necessary in order to make the statements contained herein or therein, in the light of the circumstances under which made, not misleading.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Flycast Communications Corp)

Representations Complete. None of the representations or warranties made by Parent or Merger Sub herein or in any Exhibit or Schedule hereto, or any certificate furnished by the Parent pursuant to this Agreement, when all such documents are read together in their entirety, contains or will contain at the Effective Time any untrue statement of a material fact, or omits or will omit at the Effective Time to state any material fact necessary in order to make the statements contained herein or therein, in the light of the circumstances under which made, not misleading.

Appears in 1 contract

Sources: Merger Agreement (PLX Technology Inc)

Representations Complete. None of the representations or warranties made by Parent or Merger Sub herein or in any Schedule hereto, or certificate furnished by the Parent pursuant to this Agreement, when all such documents are read together in their entirety, contains or will contain at the Effective Time any untrue statement of a material fact, or omits or will omit at the Effective Time to state any material fact necessary in order to make the statements contained herein or therein, in the light of the circumstances under which made, not misleading.

Appears in 1 contract

Sources: Merger Agreement (Micromuse Inc)

Representations Complete. None of the representations or warranties made by Parent or Merger Sub herein or in any Schedule heretoSchedule, or certificate furnished by the Parent pursuant to this Agreement, when all such documents are read together in their entirety, contains or will contain at the Effective Time Closing Date any untrue statement of a material fact, or omits or will omit at the Effective Time Closing Date to state any material fact necessary in order to make the statements contained herein or therein, in the light of the circumstances under which made, not misleading.

Appears in 1 contract

Sources: Merger Agreement (Nurescell Inc)

Representations Complete. None of the representations or warranties made by Parent or Merger Sub herein or in any Parent Disclosure Schedule hereto, or certificate furnished by the Parent pursuant to this Agreement, when all such documents are read together in their entirety, contains or will contain at the Effective Time any untrue statement of a material fact, or omits or will omit at the Effective Time to state any material fact necessary in order to make the statements contained herein or therein, in the light of the circumstances under which made, not misleading.

Appears in 1 contract

Sources: Agreement and Plan of Merger and Reorganization (Register Com Inc)

Representations Complete. None of the representations or warranties made by Parent or Merger Sub herein or in any Schedule hereto, or including any certificate furnished by the Parent pursuant to this Agreement, when all such documents are read together in their entirety, contains or will contain at the Effective Time any untrue statement of a material fact, or omits or will omit at the Effective Time to state any material fact necessary in order to make the statements contained herein or therein, in the light of the circumstances under which made, not misleading.

Appears in 1 contract

Sources: Merger Agreement (Micrel Inc)

Representations Complete. None of the representations or ------------------------ warranties made by Parent or Merger Sub herein or in any Schedule hereto, including the Parent Disclosure Schedule, or certificate furnished by the Parent pursuant to this Agreement, when all such documents are read together in their entirety, contains or will contain at the Effective Time any untrue statement of a material fact, or omits or will omit at the Effective Time to state any material fact necessary in order to make the statements contained herein or therein, in the light of the circumstances under which made, not misleading.

Appears in 1 contract

Sources: Merger Agreement (Marketfirst Software Inc)

Representations Complete. None of the representations or warranties made by Parent or Merger Sub Company herein or in any Schedule exhibit or schedule hereto, including the Company Disclosure Letter, or in any certificate furnished by the Parent or Company pursuant to this Agreement, when all such documents are read together in their entirety, contains or will contain at the Effective Time any untrue statement of a material fact, or omits or will omit at the Effective Time to state any material fact necessary in order to make the statements contained herein or therein, in the light of the circumstances under which made, not misleading.

Appears in 1 contract

Sources: Agreement and Plan of Merger and Reorganization (Glu Mobile Inc)

Representations Complete. None of the representations or and warranties made by Parent or Merger Sub herein or herein, nor any statement made in any Exhibit, Schedule hereto, or certificate furnished by the Parent pursuant to this Agreement, when all such documents are read together in their entirety, contains or will contain at the Effective Time any untrue statement of a material fact, or omits or will omit at the Effective Time to state any material fact required to be stated therein, or necessary in order to make the statements contained herein or thereinmade, in the light of the circumstances under which they were made, not misleading.

Appears in 1 contract

Sources: Share Exchange Agreement (Compgeeks Inc)

Representations Complete. None of the representations or warranties made by Parent or Merger Sub herein or in any Schedule heretoParent Disclosure Schedule, or certificate furnished by the Parent pursuant to this Agreement, or the Parent SEC Documents, when all such documents are read together in their entirety, contains or will contain at the Business Combination Effective Time any untrue statement of a material fact, or omits or will omit at the Business Combination Effective Time to state any material fact necessary in order to make the statements contained herein or therein, in the light of the circumstances under which made, not misleading.

Appears in 1 contract

Sources: Merger Agreement (Alyst Acquisition Corp.)

Representations Complete. None of the representations or warranties made by Parent herein, nor any statement made in any list or Merger Sub herein other statement separately certified by Parent, or in any Schedule hereto, Exhibit or certificate furnished by the Parent pursuant to this Agreement, when all such documents are read together in their entirety, contains or will contain at the Effective Time any untrue statement of a material factfact at the Effective Time, or omits or will omit at the Effective Time to state any material fact necessary in order to make the statements contained herein or therein, in the light of the circumstances under which made, not misleading.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Sagent Technology Inc)

Representations Complete. None of the representations or warranties ------------------------ made by Parent or Merger Sub herein or Sub, nor any statement made in any Schedule hereto, or certificate furnished by the Parent or Sub pursuant to this Agreement, when all such documents are read together in their entirety, Agreement contains or will contain at the Effective Time Closing, any untrue statement of a material fact, or omits or will omit at the Effective Time Closing to state any material fact necessary in order to make the statements contained herein or therein, in the light of the circumstances under which made, not misleading.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Usweb Corp)