Common use of Representations Complete Clause in Contracts

Representations Complete. None of the representations or warranties made by the Company (as modified by the Company Disclosure Schedule) in this Agreement, and none of the statements made in any exhibit, schedule or certificate furnished by the Company pursuant to this 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 2 contracts

Sources: Merger Agreement (E2open Inc), Agreement and Plan of Reorganization (Twitter, Inc.)

Representations Complete. None of the representations or warranties made by the Company (as modified by the Company Disclosure Schedule) in this Agreement, and none of the statements made in any exhibit, schedule or certificate furnished by the Company pursuant to this Agreement Agreement, contains, or will contain at the Effective TimeClosing, 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 2 contracts

Sources: Unit Purchase Agreement, Unit Purchase Agreement (Apptio Inc)

Representations Complete. None of the representations or warranties made by the Company (as modified by the Company Disclosure Schedule) in this Agreement, and none of the statements made in any exhibit, schedule or certificate furnished by the Company pursuant to this 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 2 contracts

Sources: Share Purchase Agreement, Share Purchase Agreement (Cornerstone OnDemand Inc)

Representations Complete. None of the representations or warranties made by the Company or the Principal Shareholders (as modified by the Company Disclosure Schedule) in this Agreement, and none of the statements made in any exhibit, schedule or certificate furnished by the Company or the Principal Shareholders pursuant to this 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 2 contracts

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

Representations Complete. None of the representations or warranties made by the Company or the Shareholders (as modified by the Company Disclosure Schedule) in this Agreement, Agreement and none of the statements made in any exhibit, schedule or certificate furnished by the Company or the Shareholders pursuant to this Agreement contains, or will contain at the Effective Time, contains 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: Share Purchase Agreement (Pc Tel Inc), Securities Purchase Agreement (Pc Tel Inc)

Representations Complete. None of the representations or warranties made by the Company (as modified by the Company Disclosure Schedule) in this Agreement, and none of the statements made in any exhibit, schedule or certificate furnished by the Company pursuant to this Agreement contains, or will contain at the Effective TimeClosing, 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 2 contracts

Sources: Stock Purchase Agreement (Sensei Biotherapeutics, Inc.), Merger Agreement (Millennial Media Inc.)

Representations Complete. None of the representations or warranties made by the Company or any of the Company Stockholders (as modified by the Company Disclosure Schedule) in this Agreement, Agreement and none of the statements made in any exhibit, schedule or certificate furnished by the Company or the Company Stockholders pursuant to this Agreement contains, or will contain at the Effective Time, contains 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 (Forbes Medi Tech Inc)

Representations Complete. None of the representations or warranties made by the Company or the Principal Shareholders (as modified by the Company Disclosure Schedule) in this Agreement, and none of the statements made in any exhibit, schedule or certificate furnished by the Company or the Principal Shareholders pursuant to this Agreement contains, or will contain at the Effective Time, contains 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: Stock Purchase Agreement (Compuware Corp)

Representations Complete. None of the representations or warranties made by the Company or the Substantial Members (as modified by the Company Disclosure Schedule) in this Agreement, and none of the statements made in any exhibit, schedule or certificate furnished by the Company or the Substantial Members pursuant to this Agreement contains, or will contain at the Effective TimeClosing, 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: Merger Agreement (Digital Music Group, Inc.)

Representations Complete. None of the representations or warranties made by Caliper or the Company (as modified by the Company Disclosure Schedule) in this Agreement, and none of the statements made in any exhibit, schedule or certificate furnished by the Company or anyone acting on behalf thereof pursuant to this Agreement contains, or will contain at the Effective Timedate hereof, any untrue statement of a material fact, or omits or will omit at the Effective Time date hereof 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: Stock Purchase Agreement (Caliper Life Sciences Inc)

Representations Complete. None To the knowledge of the Company, (a) none of the representations or warranties made by the Company (as modified by the Company Disclosure Schedule) in this Agreement, and (b) none of the statements made in any exhibit, schedule or certificate furnished by the Company pursuant to this 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

Sources: Merger Agreement (10x Genomics, Inc.)

Representations Complete. None of the representations or warranties made herein by the Company Company, the Stockholder or the Equity Owners (as modified by the Company Disclosure Schedule) in this Agreement), and none of the statements nor any statement made in any exhibit, schedule or certificate furnished by the Company Company, the Stockholder or the Equity Owners pursuant to this Agreement containsAgreement, 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 were made, not misleading.

Appears in 1 contract

Sources: Merger Agreement (Earth Biofuels Inc)

Representations Complete. None of the representations or warranties made by the Company or the Principal Shareholder (as modified by the Company Disclosure Schedule) in this Agreement, and none of the statements made in any exhibit, schedule or certificate furnished by the Company or the Principal Shareholder pursuant to this 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

Sources: Merger Agreement (Air Methods Corp)

Representations Complete. None of the representations or warranties ------------------------ made by the Company or the Stockholders (as modified by the Company Disclosure Schedule) in this Agreement, and none of the statements made in any exhibit, schedule or certificate furnished by the Company or the Stockholders pursuant to this 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

Sources: Agreement and Plan of Reorganization (Lantronix Inc)

Representations Complete. None of the representations or warranties made by the Company or the Selling Members (as modified by the Company Disclosure Schedule) in this Agreement, and none of the statements made in any exhibit, schedule or certificate furnished by the Company or the Selling Members pursuant to this Agreement containsAgreement, 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: Membership Interest Purchase Agreement (Upland Software, Inc.)

Representations Complete. None of the representations or warranties made by the Company (each as modified by the Company Disclosure Schedule) in this Agreement, and none of the statements made to Buyer in any exhibit, schedule or certificate furnished to Buyer by the Company pursuant to this Agreement containsAgreement, or will contain at the Effective Time, contains any untrue statement of a material factfact or, or to the Knowledge of the Company, 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 (Upland Software, Inc.)

Representations Complete. None of the representations or warranties made by the Company or the Shareholders (as modified by the Company Disclosure Schedule) in this Agreement, and none of the statements made in any exhibit, schedule or certificate furnished by the Company or the Shareholders pursuant to this Agreement contains, or will contain at the Effective TimeClosing, 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: Share Purchase Agreement (Actuate Corp)

Representations Complete. None of the representations or warranties made by the Company or the Principal Stockholders (as modified by the Company Disclosure Schedule) in this Agreement, and none of the statements made in any exhibit, schedule or certificate furnished by the Company or the Principal Stockholders pursuant to this Agreement contains, or will contain at the Effective Time, any untrue statement of a material fact, or, to the Knowledge of the Company or the Principal Stockholders, 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 (NMS Communications Corp)

Representations Complete. None of the representations or warranties made by the Company (as modified by the Company Disclosure ScheduleLetter) in this Agreement, and none of the statements made in any exhibit, schedule or certificate furnished delivered by the Company pursuant to this 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

Sources: Merger Agreement (Nuance Communications, Inc.)

Representations Complete. None To the Knowledge of the Company, none of the representations or warranties made by the Company or the Shareholders (as modified by the Company Disclosure Schedule) in this Agreement, and none of the statements made in any exhibit, schedule or certificate furnished by the Company or the Shareholders pursuant to this Agreement containsAgreement, or will contain at the Effective Timetaken together as a whole, contains 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 (Compuware Corp)

Representations Complete. None of the representations or warranties ------------------------ made by the Company Seller or the Principal Stockholders (as modified by the Company Disclosure Schedule) in this Agreement), and none of the statements nor any statement made in any exhibit, schedule Schedule or certificate furnished by the Company Seller or the Principal Stockholders pursuant to this Agreement contains, contains or will contain at the Effective TimeClosing, 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: Asset Purchase Agreement (Concentric Network Corp)

Representations Complete. None of the representations or warranties made by the Company or the Shareholders (as modified by the Company Disclosure Schedule) in this Agreement, and none of the statements made in any exhibit, schedule or certificate furnished by the Company or the Shareholders pursuant to this Agreement contains, or will contain at the Effective Time, contains 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 (Altiris Inc)

Representations Complete. None of the representations or warranties made by Sellers, the Company (as modified by Holder or the Company Disclosure Schedule) Shareholder Trust in this Agreement, and none of the statements made in any exhibit, schedule or certificate furnished by Sellers, the Company Holder or the Shareholder Trust pursuant to this Agreement containsAgreement, 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: Asset Purchase Agreement (Nuance Communications, Inc.)

Representations Complete. None Neither any of the representations or warranties made by the Company (as modified by the Company Disclosure ScheduleLetter) in this Agreement, and none of the nor any statements made in any exhibit, schedule or certificate furnished by or on behalf of the Company pursuant to this Agreement contains, 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 Reorganization (Sybase Inc)

Representations Complete. None of the representations or warranties ------------------------ made by the Company or the Principal Shareholders (as modified by the Company Disclosure Schedule) in this Agreement, and none of the statements made in any exhibit, schedule or certificate furnished by the Company or the Principal Shareholders pursuant to this 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

Sources: Agreement and Plan of Reorganization (Lantronix Inc)

Representations Complete. None of the representations or warranties made by the Company (as modified by the Company Disclosure Schedule) in this Agreement, and none of the statements nor any statement made in any exhibit, schedule Schedule or certificate furnished by the Company pursuant to this Agreement, or furnished in or in connection with documents mailed or delivered to the shareholders in connection with soliciting their consent to this Agreement containsand the Merger, 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 (Peoplesoft Inc)