Disclosure; Due Diligence. This Agreement and the Exhibits and Schedules hereto, when taken as a whole with other documents and certificates furnished by GRS to the Stockholders or their counsel, do not contain any untrue statement of material fact or omit any material fact necessary in order to make the statements therein not misleading; provided, however, certain materials provided to the Stockholders contain projections and estimates of future events, and such projections and estimates have been based upon certain assumptions that management of GRS made in good faith and believed are reasonable at the time such materials were prepared.
Disclosure; Due Diligence. This Agreement, when taken as a whole with other documents and certificates furnished by each of IFFC and IFFP to BKC or its counsel have been furnished in good faith and, do not contain any untrue statement of material fact or omit any material fact necessary in order to make the statements therein, in light of the circumstances under which they are made, not misleading.
Disclosure; Due Diligence. The Company acknowledges that:
Disclosure; Due Diligence. This Agreement and the Exhibits and Schedules hereto, when taken as a whole with other documents and certificates furnished by the Company and the Stockholder to the Buyer or its counsel, do not contain any untrue statement of material fact or omit any material fact necessary in order to make the statements therein not misleading.
Disclosure; Due Diligence. This Amendment, when taken as a whole with other documents and certificates furnished by each of IFFC, IFFP or Xxxxxxxx to BKC or its counsel have been furnished in good faith and, do not contain any untrue statement of material fact or omit any material fact necessary in order to make the statements therein, in light of the circumstances under which they are made, not misleading.
Disclosure; Due Diligence. No representation or warranty made by any Seller contained in this Agreement and in documents delivered to Purchaser by any Seller, nor any writing, certificate, exhibit, list or other instrument required to be furnished by any Seller to Purchaser pursuant hereto, contains or will contain any material untrue statement of fact or omits or will omit any fact necessary in order to make the statements and information contained herein or therein not materially misleading.
Disclosure; Due Diligence. This Agreement and the Exhibits and Schedules hereto, when taken as a whole with other documents and certificates furnished by RCC, RCRR or the Stockholders to GRS or its counsel, do not contain any untrue statement of material fact or omit any material fact necessary in order to make the statements therein not misleading; provided, however, certain materials provided to GRS contain projections and estimates of future events, and such projections and estimates have been based upon certain assumptions that management of RCC and RCRR made in good faith and believed are reasonable at the time such materials were prepared.
Disclosure; Due Diligence. This Agreement and the Exhibits and Schedules hereto, when taken as a whole with other documents and certificates furnished by the Company or the Shareholders to 2Connect or its counsel, do not contain any untrue statement of material fact or omit any material fact necessary in order to make the statements therein not misleading; provided, however, certain materials provided to 2Connect contain projections and estimates of future events, and such projections and estimates have been based upon certain assumptions that management of the Company made in good faith and believed are reasonable at the time such materials were prepared.
Disclosure; Due Diligence. This Agreement and the Exhibits hereto, when taken as a whole with other documents and certificates furnished by the Seller to the Buyer or its counsel, do not contain any untrue statement of material fact or omit any material fact necessary in order to make the statements therein not misleading. The Buyer hereby states that the Buyer has been provided ample opportunity to conduct due diligence in the Company to the Buyer's satisfaction and further acknowledges that the Buyer has been responsible for the day-to-day operations of the Company since its inception and, as such has complete knowledge of the business, financial condition and prospects of the Company.
Disclosure; Due Diligence. This Agreement and the Exhibits and Schedules hereto, when taken as a whole with other documents and certificates furnished by the Company to the Investors or their counsel, do not contain any untrue statement of material fact or omit any material fact necessary in order to make the statements therein not misleading. All agreements material to the business of the Company, including, but not limited to, all agreements with any third party, which may, inter alia, create additional obligations or impose restrictions on the conduct of business by the Company have been furnished to the Investors and there are no agreements that the Company is aware of that have not been furnished to (or, if not in writing, described to) the Investors.
