Representations Complete. None of the representations or warranties made by Seller in this Agreement, nor any statement made in the Disclosure Schedule or in any certificate furnished by Seller to Buyer pursuant to this Agreement contains any untrue statement of a material fact, or omits 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 (Greenman Technologies Inc)
Representations Complete. None of the representations or warranties made by Seller herein or in this Agreement, nor any statement made in the Disclosure Exhibit or Schedule hereto or in any certificate furnished by Seller to Buyer pursuant to this Agreement Agreement, when all such documents are read together in their entirety, contains or will contain at the Closing any untrue statement of a material fact, fact or omits or will omit at the Closing to state any material fact necessary in order to make the statements contained herein or and therein, in the light of the circumstances under which such statements were made, not misleading.
Appears in 1 contract
Representations Complete. None of the representations or warranties made by Seller in this Agreement, nor any statement made in the Disclosure Schedule Sellers herein or in any certificate furnished by Seller to Buyer the Sellers pursuant to this Agreement his Agreement, when all such documents are read together in their entirety, contains or will contain at the Closing Date any untrue statement of a material fact, or omits or will omit at the 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
Representations Complete. None of the representations or warranties made by Seller the Selling Shareholders herein or in this Agreementany exhibit or schedule hereto, nor any statement made in including the Disclosure Schedule Schedule, or in any certificate furnished by Seller to Buyer any of the Selling Shareholders or the Shareholders’ Agent on their behalf pursuant to this Agreement Agreement, when all such documents are read together in their entirety, contains any untrue statement of a material fact, or omits 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 Seller or any Stockholder in this Agreement, nor any statement made in the Disclosure Schedule Agreement or in any attachment hereto, including the Seller Disclosure Letter, or certificate furnished by Seller to Buyer pursuant to this Agreement Agreement, when all such documents are read together in their entirety, contains or will contain at the Closing Date any untrue statement of a material fact, or omits or will omit at the 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 they were made, not misleading.
Appears in 1 contract
Sources: Asset Acquisition Agreement (Phoenix Technologies LTD)
Representations Complete. None of the representations or warranties made by Seller in this Agreement, nor any statement made in the Disclosure Schedule Agreement or in any certificate furnished by Seller to Buyer pursuant to this Agreement contains Agreement, when taken together, contain any untrue statement of a material fact, or omits to state any material fact necessary in order required by such representations or warranties to make the statements contained herein or therein, in the light of the circumstances under which made, not misleadingbe disclosed.
Appears in 1 contract
Representations Complete. None of the representations or warranties made by Seller (as modified by the Disclosure Schedule) in this Agreement, nor any statement and none of the statements made in the Disclosure Schedule any exhibit, schedule or in any certificate furnished by Seller to Buyer pursuant to this Agreement contains contains, or will contain at the Closing Date, any untrue statement of a material fact, or omits or will omit at the 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: Acquisition and License Agreement (Riverstone Networks Inc)
Representations Complete. None of the representations or warranties made by Seller in this Agreement, nor any statement made herein or in the Disclosure Schedule Schedule, or in any certificate furnished by Seller to Buyer pursuant to this Agreement Agreement, taken as a whole, contains or will contain at the Closing any untrue statement of a material fact, or omits or will omit at the 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 (Glenayre Technologies Inc)
Representations Complete. None of the representations or warranties ------------------------ made by Seller in this AgreementSeller, nor any statement made in the Disclosure any Schedule or in any certificate furnished by Seller to Buyer pursuant to this Agreement, or furnished in or in connection with documents mailed or delivered to the shareholders of Seller in connection with soliciting their consent to this Agreement and the Acquisition, contains or any untrue statement of a material fact, or omits 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 Seller in this AgreementSeller, nor any statement made in the Disclosure Schedule any document or in any certificate furnished by Seller to Buyer pursuant to this Agreement contains or will contain at the Closing, any untrue statement of a material fact, or omits or will omit at the 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 they were made, not misleading.. As set Purchase Agreement KTRB(AM) Page 18 of 52
Appears in 1 contract
Sources: Asset Purchase Agreement
Representations Complete. None of the representations or warranties made by the Seller in this Agreement, nor any statement made in the Disclosure any Schedule attached hereto or in any certificate furnished by the Seller to Buyer pursuant to this Agreement Agreement, when taken together, contains any untrue statement of a material fact, or omits 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
Representations Complete. None of the representations or warranties made by the Seller herein or in any Schedule or Exhibit hereto or any certificate or written disclosure furnished by the Seller pursuant to this Agreement, nor any statement made when all such documents are read together in their entirety, contains or will contain at the Disclosure Schedule or in any certificate furnished by Seller to Buyer pursuant to this Agreement contains Closing Date any untrue statement of a material fact, or omits or will omit at the 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 they were made, not misleading.
Appears in 1 contract
Representations Complete. None of the representations or warranties made by Seller Shareholder herein or in any schedule hereto, including the Shareholder Disclosure Schedule or certificate furnished by Shareholder pursuant to this Agreement, nor any statement made when all such documents are read together in their entirety, contains or will contain at the Disclosure Schedule or in any certificate furnished by Seller to Buyer pursuant to this Agreement contains Closing Date any untrue statement of a material fact, or omits or will omit at the 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
Representations Complete. None of the representations or warranties made by the Seller in this Agreement or any Related Agreement, nor any statement made in the Seller’s Disclosure Schedule or in any certificate furnished by the Seller to Buyer pursuant to this Agreement contains any untrue statement of a material fact, or omits 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: Membership Interest Purchase Agreement (Gb Sciences Inc)
Representations Complete. None To the knowledge of the Seller, none of the representations or warranties made by of the Seller in this Agreement, nor Agreement or any statement made in the Disclosure any Schedule or in any certificate furnished by the Seller to Buyer as of the Closing pursuant to this Agreement contains any untrue statement of a material fact, or omits 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 (Catalyst Biosciences, Inc.)
Representations Complete. None of the representations or warranties made by Seller in this Agreement, nor any statement made in the Disclosure Schedule Buyer herein or in any Schedule or Exhibit hereto or any certificate or written disclosure furnished by Seller to the Buyer pursuant to this Agreement Agreement, when all such documents are read together in their entirety, contains or will contain at the Closing Date any untrue statement of a material fact, or omits or will omit at the 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 they were made, not misleading.
Appears in 1 contract
Representations Complete. None of the representations or warranties made by Seller Sellers, the Holder or the Shareholder Trust in this Agreement, nor any statement and none of the statements made in the Disclosure Schedule any exhibit, schedule or in any certificate furnished by Seller to Buyer Sellers, the Holder or the Shareholder Trust pursuant to this Agreement 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: Asset Purchase Agreement (Nuance Communications, Inc.)
Representations Complete. None of the representations or warranties made by any Seller in this AgreementAgreement or any Transaction Document, nor any statement made in the Disclosure Schedule Schedule, Exhibit, attachment or in any certificate furnished by any Seller to Buyer pursuant to this Agreement or any Transaction Document, when taken together, contains any untrue statement of a material fact, or omits 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
Representations Complete. None of the representations or warranties made by Seller herein, in any Ancillary Agreement or in any schedule hereto, or any certificate or other document furnished by Seller pursuant to this Agreement, nor any statement made in contains or will contain, at the Disclosure Schedule date hereof or in any certificate furnished by Seller to Buyer pursuant to this Agreement contains at the Closing Date, any untrue statement of a material fact, or omits or will omit, at the date hereof or at the 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 they were made, not misleading.
Appears in 1 contract
Sources: Stock Purchase Agreement (INX Inc)
Representations Complete. None of the representations or warranties made by Seller (as modified by the Seller Disclosure Letter) in this Agreement, nor any statement and none of the statements made in the Disclosure Schedule any exhibit, schedule or in any certificate furnished by Seller to Buyer pursuant to this Agreement contains contains, or will contain on the Closing Date, any untrue statement of a material fact, or omits or will omit on the 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: Asset Purchase Agreement (Digital Music Group, Inc.)
Representations Complete. None of the representations or warranties made by of Seller in this Agreement, nor Agreement or any statement made in the Disclosure any Schedule or in any certificate furnished by Seller to Buyer as of the Closing pursuant to this Agreement contains any untrue statement of a material fact, or omits 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 Seller Buyer (as modified by the Buyer Disclosure Letter) in this Agreement, nor any statement and none of the statements made in the Disclosure Schedule any exhibit, schedule or in any certificate furnished by Seller to Buyer pursuant to this Agreement contains contains, or will contain on the Closing Date, any untrue statement of a material fact, or omits or will omit on the 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: Asset Purchase Agreement (Digital Music Group, Inc.)
Representations Complete. None of the representations or warranties made by Seller in this Agreement(as modified by the Disclosure Letter), nor any statement made in the Disclosure Schedule Letter or in any certificate furnished provided by Seller to Buyer pursuant to this Agreement contains or will contain at the Closing, any untrue statement of a material fact, or omits or will omit at the 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: Stock Purchase Agreement (Digital Generation Systems Inc)
Representations Complete. None of the representations or warranties made by Seller the Selling Stockholders herein or in any Schedule hereto, including the Company Disclosure Schedule, or certificate furnished by the Selling Stockholders pursuant to this Agreement, nor any statement made when all such documents are read together in their entirety, contains or will contain at the Disclosure Schedule or in any certificate furnished by Seller to Buyer pursuant to this Agreement contains Closing any untrue statement of a material fact, or omits or will omit at the 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
Representations Complete. None of the representations or warranties made by Seller the Stockholders herein or in this Agreementany exhibit or schedule hereto, nor any statement made in including the Disclosure Schedule Letter, or in any certificate furnished by Seller to Buyer the Stockholders pursuant to this Agreement Agreement, when all such documents are read together in their entirety, contains any untrue statement of a material fact, or omits 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 Seller or any Stockholder in this Agreement, nor any statement made in the Disclosure Schedule Agreement or in any attachment hereto, including the Seller Disclosure Letter, or certificate furnished by Seller to Buyer pursuant to this Agreement Agreement, when all such documents are read together in their entirety, contains or will contain at the Closing Date any untrue statement of a material fact, or omits or will omit at the 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 they were made, not misleading.
Appears in 1 contract
Sources: Asset Acquisition Agreement (Phoenix Technologies LTD)
Representations Complete. None of the representations or warranties made by the Seller and Shareholders herein or in this Agreementany Exhibit or Schedule hereto, nor any statement made in including the Seller Disclosure Schedule Letter, or in any certificate furnished by the Seller to Buyer or any Shareholder pursuant to this Agreement Agreement, when all such documents are read together in their entirety, contains or will contain at the Closing any untrue statement of a material fact, fact or omits or will omit at the Closing to state any material fact necessary in order to make the statements contained herein or and therein, in the light of the circumstances under which such statements were made, not misleading.
Appears in 1 contract
Representations Complete. None of the representations or warranties made by Seller in this Agreement, nor any statement made in the Disclosure Schedule or in any certificate furnished by Seller to Buyer pursuant to this Agreement Agreement, when taken together as a whole, contains any untrue statement of a material fact, or omits 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 (Greenman Technologies Inc)