Common use of Statements and Other Documents Not Misleading Clause in Contracts

Statements and Other Documents Not Misleading. Neither this Agreement, including all exhibits and schedules and other closing documents, nor any other financial statement, document or other instrument heretofore or hereafter furnished by Acquiror or Sub to Sky King and the Sky King Shareholders in connection with the Merger or the other transactions contemplated hereby, or any information furnished by Acquiror and Sub taken as a whole contains or will contain any untrue statement of any material fact or omit or will omit to state any material fact required to be stated in order to make such statement, information, document or other instruments, in light of the circumstances in which they are made, not misleading. There is no fact known to Acquiror and Sub taken as a whole which may have a Material Adverse Effect on the business, prospects, financial condition or results of operations of Acquiror and Sub taken as a whole or of any of their properties or assets which has not been set forth in this Agreement as an exhibit or schedule hereto.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Moran Frederick W), Agreement and Plan of Merger (VDC Corp LTD), Agreement and Plan of Merger (Moran Frederick A)

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Statements and Other Documents Not Misleading. Neither this Agreement, including all exhibits and schedules and other closing documents, nor any other financial statement, document or other instrument heretofore or hereafter furnished by Acquiror or Sub Newco to Sky King and the Sky King Shareholders Boxing in connection with the Merger or the other transactions contemplated hereby, or any information furnished by Acquiror and Sub or Newco taken as a whole contains or will contain any untrue statement of any material fact or omit or will omit to state any material fact required to be stated in order to make such statement, information, document or other instruments, in light of the circumstances in which they are made, not misleading. There is no fact known to Acquiror and Sub or Newco taken as a whole which may have a Material Adverse Effect on the business, prospects, financial condition or results of operations of Acquiror and Sub or Newco taken as a whole or of any of their its properties or assets which has not been set forth in this Agreement as an exhibit or schedule hereto.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Fusion Fund Inc /De/), Agreement and Plan of Merger (Fusion Fund Inc /De/)

Statements and Other Documents Not Misleading. Neither this Agreement, including all exhibits and schedules and other closing documents, nor any other financial statement, statement document or other instrument heretofore or hereafter furnished by Acquiror the Buyer or Sub Dauphin to Sky King and the Sky King Shareholders Suncoast or Shareholder in connection with the Merger this Agreement or the other transactions contemplated hereby, or any information furnished by Acquiror and Sub Buyer or Dauphin taken as a whole contains or will contain any untrue statement of any material fact or omit or will omit to state any material fact required to be stated in order to make such statement, information, document document, or other instruments, in light of the circumstances in which they are made, made not misleading. There is no fact known to Acquiror and Sub Buyer or Dauphin taken as a whole which may have a Material Adverse Effect on the business, prospects, financial condition or results of operations of Acquiror and Sub Buyer or Dauphin taken as a whole or of any of their its properties or assets which has not been set forth in this Agreement as an exhibit or schedule hereto.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Protosource Corp), Asset Purchase Agreement (Dauphin Technology Inc)

Statements and Other Documents Not Misleading. Neither this Agreement, including all exhibits and schedules and other closing documents, nor any other financial statement, document or other instrument heretofore or hereafter furnished by Acquiror or Sub Newco to Sky King and the Sky King Shareholders eNexi in connection with the Merger or the other transactions contemplated hereby, or any information furnished by Acquiror and Sub or Newco taken as a whole contains or will contain any untrue statement of any material fact or omit or will omit to state any material fact required to be stated in order to make such statement, information, document or other instruments, in light of the circumstances in which they are made, not misleading. There is no fact known to Acquiror and Sub or Newco taken as a whole which may have a Material Adverse Effect on the business, prospects, financial condition or results of operations of Acquiror and Sub or Newco taken as a whole or of any of their its properties or assets which has not been set forth in this Agreement as an exhibit or schedule hereto.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Silver King Resources Inc), Agreement and Plan of Merger (Silver King Resources Inc)

Statements and Other Documents Not Misleading. Neither this Agreement, including all exhibits and schedules and other closing documents, nor any other financial statement, document or other instrument heretofore or hereafter furnished by Acquiror or Sub to Sky King Osage and the Sky King Osage Shareholders in connection with the Merger or the other transactions contemplated hereby, or any information furnished by Acquiror and Sub taken as a whole contains or will contain any untrue statement of any material fact or omit or will omit to state any material fact required to be stated in order to make such statement, information, document or other instruments, in light of the circumstances in which they are made, not misleading. There is no fact known to Acquiror and Sub taken as a whole which may have a Material Adverse Effect on the business, prospects, financial condition or results of operations of Acquiror and Sub taken as a whole or of any of their its properties or assets which has not been set forth in this Agreement as an exhibit or schedule hereto.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Pacific Rim Entertainment Inc)

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Statements and Other Documents Not Misleading. Neither this Agreement, including all exhibits and schedules and other closing documents, nor any other financial statement, document or other instrument heretofore or hereafter furnished by Acquiror or Sub to Sky King Solsource and the Sky King Solsource Shareholders in connection with the Merger or the other transactions contemplated hereby, or any information furnished by Acquiror and Sub taken as a whole contains or will contain any untrue statement of any material fact or omit or will omit to state any material fact required to be stated in order to make such statement, information, document or other instruments, in light of the circumstances in which they are made, not misleading. There is no fact known to Acquiror and Sub taken as a whole which may have a Material Adverse Effect on the business, prospects, financial condition or results of operations of Acquiror and Sub taken as a whole or of any of their its properties or assets which has not been set forth in this Agreement as an exhibit or schedule hereto.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Osage Systems Group Inc)

Statements and Other Documents Not Misleading. Neither this Agreement, including all exhibits and schedules and other closing documents, nor any other financial statement, document or other instrument heretofore or hereafter furnished by Acquiror or Sub to Sky King and the Sky King Shareholders NSE in connection with the Merger or the other transactions contemplated hereby, or any information furnished by Acquiror and Sub taken as a whole for inclusion in the Registration Statement contains or will contain any untrue statement of any material fact or omit or will omit to state any material fact required to be stated in order to make such statement, information, document or other instruments, in light of the circumstances in which they are made, not misleading. There is no fact known to Acquiror and Sub taken as a whole which may have a Material Adverse Effect on the business, prospects, financial condition or results of operations of Acquiror and Sub taken as a whole or of any of their its properties or assets which has not been set forth in this Agreement as an exhibit or schedule hereto.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Pacific Rim Entertainment Inc)

Statements and Other Documents Not Misleading. Neither this Agreement, including all exhibits and schedules and other closing documents, nor any other financial statement, document or other instrument heretofore or hereafter furnished by Acquiror or Sub JLL to Sky King and CNF or the Sky King Shareholders Shareholder in connection with the Merger or the other transactions contemplated hereby, or any information furnished by Acquiror and Sub or JLL taken as a whole contains or will contain any untrue statement of any material fact or omit or will omit to state any material fact required to be stated in order to make such statement, information, document or other instruments, in light of the circumstances in which they are made, not misleading. There is no fact known to Acquiror and Sub or JLL taken as a whole which may have a Material Adverse Effect on the business, prospects, financial condition or results of operations of Acquiror and Sub taken as a whole or JLL or of any of their its properties or assets which has not been set forth in this Agreement as an exhibit or schedule hereto.

Appears in 1 contract

Samples: Agreement and Plan of Merger (CNF Technologies Inc)

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