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 Parent or Merger Sub 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 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 10 contracts
Sources: Merger Agreement (SP Holding CORP), Merger Agreement (Sontra Medical Corp), Merger Agreement (Active Voice Corp)
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 or Merger Sub 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 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 4 contracts
Sources: Agreement and Plan of Reorganization and Merger (Futurelink Distribution Corp), Merger Agreement (Futurelink Corp), Agreement and Plan of Reorganization and Merger (Futurelink Corp)
Representations Complete. None of the representations or warranties made by Parent or and Merger Sub herein or in any Schedule hereto, including the Parent Disclosure Schedule, or certificate furnished by Parent or Merger Sub 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 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 (Omega Research Inc), Merger Agreement (Telebanc Financial Corp)
Representations Complete. None of the representations or and warranties made by Parent or and Merger Sub herein or Sub, nor any statement made in any Schedule hereto, including the Parent Disclosure Schedule, schedule or certificate furnished by Parent or Merger Sub pursuant to this the Agreement, or furnished in or in connection with the Parent SEC Documents, when all such documents are read together in their entiretysoliciting of consent to this Agreement and Merger, contains or will contain at the Effective Time Time, any untrue statement of a material factfact , 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 (Tangible Asset Galleries Inc), Merger Agreement (Tangible Asset Galleries 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 Scheduledocument referenced herein or in any schedule hereto or thereto, or certificate furnished by Parent or Merger Sub 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 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 (International Food & Wine Consultants, Inc.), Stock Purchase Agreement (International Food & Wine Consultants, Inc.)
Representations Complete. None of the representations or ------------------------ warranties made by Parent or and Merger Sub herein or in any Schedule hereto, including the Parent Disclosure Schedule, or certificate furnished by Parent or Merger Sub 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 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 (E Trade Group Inc), Merger Agreement (E Trade Group Inc)
Representations Complete. None of the representations or warranties made by the Parent or Merger Sub herein or Sub, nor any statement made in any Schedule hereto, including the Parent Disclosure Schedule, or certificate furnished by the Parent or Merger Sub 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 Effective Time 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 nor misleading.
Appears in 2 contracts
Sources: Agreement and Plan of Reorganization (New Era of Networks Inc), Merger Agreement (New Era of Networks Inc)
Representations Complete. None of the representations or warranties made by Parent or Merger Sub herein or in any Schedule heretothe Disclosure Materials as they relate to Parent, including the Parent Disclosure Schedule, or certificate furnished by Parent or Merger Sub pursuant to this Agreement, or the Parent SEC DocumentsMerger, 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, fact or omits or will omit at the Effective Time to state any material fact about Parent, or Merger Sub 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 (Midway Games Inc)
Representations Complete. None of the representations or warranties made by the Parent or Merger Sub herein or Sub, nor any statement made in any Schedule hereto, including the Parent Disclosure Schedule, or certificate furnished by the Parent or Merger Sub 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 Effective Time 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 Reorganization (New Era of Networks 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 or Merger Sub 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 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 (Tickets Com 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 Parent or Merger Sub 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 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 they are made, not misleading.
Appears in 1 contract
Sources: Merger Agreement (Cost U Less Inc)
Representations Complete. None of the representations or warranties made herein by Parent or Merger Sub herein or Subs, nor any statement made in any Schedule hereto, including the Parent Disclosure Schedule, schedule or certificate furnished by Parent or Merger Sub 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 Effective Time of the First Merger, any untrue statement of a material fact, or omits or will omit at the Effective Time of the First Merger 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: Agreement and Plan of Reorganization (Sonic Innovations Inc)
Representations Complete. None of the representations or warranties made by Parent or and Merger Sub herein or in any Schedule hereto, including the Parent Disclosure Schedule, or any certificate furnished by Parent or Merger Sub pursuant to this Agreement, or the Parent SEC Documents, 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, 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
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 or Merger Sub 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 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 (Quiksilver 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, including the Parent Disclosure Schedule, schedule or certificate furnished by Parent or Merger Sub pursuant to this Agreement, or the Parent SEC Documents, when all such documents are read together in their entirety, Agreement contains or will contain at as of the Effective Time 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 Reorganization (Argonaut Technologies Inc)
Representations Complete. None of the representations or warranties made by Parent or Merger Sub herein or in any Schedule hereto, including the Parent Buyer Party Disclosure Schedule, or in any certificate furnished by Parent or Merger Sub 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 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 (Autocam Corp/Mi)
Representations Complete. None of the representations or warranties made by Parent or Merger Sub herein or (as modified by the Schedule 3.2), nor any statement made in any Schedule hereto, including the Parent Disclosure Schedule, or certificate furnished by Parent or Merger Sub pursuant to this Agreement, or furnished by Parent specifically for inclusion in the Parent SEC Documents, when all such documents are read together in their entiretyInformation Statement prepared pursuant to Section 5.1, 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 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: Agreement and Plan of Reorganization (Critical Path Inc)