Financing Document. The Financing Document and any amendments thereto ------------------ will comply when the Financing Document becomes effective in all material respects with the provisions of the Securities Act and will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading. The Prospectus will not as of the issue date thereof contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except that the representations and warranties contained in this Section 5.8 will not apply to statements or omissions in the Financing Document or the Prospectus based on information relating to the Underwriter furnished to VIALOG in writing by the Underwriter, or based on information relating to any of the Other Participating Companies or its stockholders furnished to VIALOG in writing by such Participating Company or any or its stockholders, or the Company or the Stockholders furnished to VIALOG in writing by the Company or the Principal Stockholder. VIALOG will furnish the Company with a copy of the Financing Document and of each amendment thereto until the Asset Purchase Closing and thereafter will furnish the Principal Stockholder with each amendment thereto and any final Prospectus.
Appears in 1 contract
Financing Document. The Financing Document and any amendments ------------------ thereto ------------------ will comply when the Financing Document Statement becomes effective in all material respects with the provisions of the Securities Act and will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading. The Prospectus contained in the Financing Document will not as of the issue date thereof contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except that the representations and warranties contained in this Section 5.8 will not apply to statements or omissions in the Financing Document or the Prospectus contained therein based on information relating to the Underwriter furnished to VIALOG in writing by the Underwriter, or based on information relating to any of the Other Participating Companies or its stockholders furnished to VIALOG in writing by such Participating Company or any or its stockholders, or the Company or the Stockholders furnished to VIALOG in writing by the Company or any of the Principal StockholderStockholders. VIALOG will furnish the Company with a copy of the Financing Document and of each amendment thereto until the Asset Purchase Merger Closing and thereafter will furnish the Principal Stockholder with each amendment thereto and any final Prospectus.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Call Points Inc)
Financing Document. The Financing Document and any amendments thereto ------------------ will comply when the Financing Document becomes effective in all material respects with the provisions of the Securities Act and will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading. The Prospectus will not as of the issue date thereof contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except that the representations and warranties contained in this Section 5.8 will not apply to statements or omissions in the Financing Document or the Prospectus based on information relating to the Underwriter furnished to VIALOG in writing by the Underwriter, or based on information relating to any of the Other Participating Companies or its stockholders furnished to VIALOG in writing by such Participating Company or any or its stockholders, or the Company or the Stockholders furnished to VIALOG in writing by the Company or any of the Principal StockholderStockholders. VIALOG will furnish the Company with a copy of the Financing Document and of each amendment thereto until the Asset Purchase Merger Closing and thereafter will furnish the Principal Stockholder with each amendment thereto and any final Prospectus.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Call Points Inc)
Financing Document. The Financing Document and any amendments thereto will ------------------ will comply when the Financing Document becomes effective in all material respects with the provisions of the Securities Act and will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading. The Prospectus Financing Document will not as of the issue date thereof contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except that the representations and warranties contained in this Section 5.8 will not apply to statements or omissions in the Financing Document or the Prospectus based on information relating to the Underwriter furnished to VIALOG in writing by the Underwriter, or based on information relating to any of the Other Participating Companies or its stockholders furnished to VIALOG in writing by such Participating Company or any or of its stockholders, or the Company or the Stockholders furnished to VIALOG in writing by the Company or any of the Principal StockholderStockholders. VIALOG will furnish the Company with a copy of the Financing Document and of each amendment thereto until the Asset Purchase Merger Closing and thereafter will furnish the Principal Stockholder with each amendment thereto and any final ProspectusFinancing Document.
Appears in 1 contract
Financing Document. The Financing Document and any amendments ------------------ thereto ------------------ will comply when the Financing Document becomes effective in all material respects with the provisions of the Securities Act and will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading. The Prospectus will not as of the issue date thereof contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except that the representations and warranties contained in this Section 5.8 will not apply to statements or omissions in the Financing Document or the Prospectus based on information relating to the Underwriter furnished to VIALOG in writing by the Underwriter, or based on information relating to any of the Other Participating Companies or its stockholders furnished to VIALOG in writing by such Participating Company or any or its stockholders, or the Company or the Stockholders furnished to VIALOG in writing by the Company or any of the Principal StockholderStockholders. VIALOG will furnish the Company with a copy of the Financing Document and of each amendment thereto until the Asset Purchase Merger Closing and thereafter will furnish the Principal Stockholder with each amendment thereto and any final Prospectus.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Call Points Inc)
Financing Document. The Financing Document and any amendments thereto ------------------ will comply when the Financing Document becomes effective in all material respects with the provisions of the Securities Act and will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading. The Prospectus Financing Document will not as of the issue date thereof contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except that the representations and warranties contained in this Section 5.8 will not apply to statements or omissions in the Financing Document or the Prospectus based on information relating to the Underwriter furnished to VIALOG in writing by the Underwriter, or based on information relating to any of the Other Participating Companies or its stockholders furnished to VIALOG in writing by such Participating Company or any or of its stockholders, or the Company or the Stockholders furnished to VIALOG in writing by the Company or any of the Principal StockholderStockholders. VIALOG will furnish the Company with a copy of the Financing Document and of each amendment thereto until the Asset Purchase Merger Closing and thereafter will furnish each of the Principal Stockholder Stockholders with each amendment thereto and any final ProspectusFinancing Document.
Appears in 1 contract
Financing Document. The Financing Document and any amendments ------------------ thereto ------------------ will comply when the Financing Document becomes effective in all material respects with the provisions of the Securities Act and will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading. The Prospectus will not as of the issue date thereof contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except that the representations and warranties contained in this Section 5.8 will not apply to statements or omissions in the Financing Document or the Prospectus based on information relating to the Underwriter furnished to VIALOG in writing by the Underwriter, or based on information relating to any of the Other Participating Companies or its stockholders furnished to VIALOG in writing by such Participating Company or any or of its stockholders, or the Company or the Stockholders furnished to VIALOG in writing by the Company or any of the Principal StockholderStockholders. VIALOG will furnish the Company with a copy of the Financing Document and of each amendment thereto until the Asset Purchase Merger Closing and thereafter will furnish the Principal Stockholder with each amendment thereto and any final Prospectus.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Call Points Inc)
Financing Document. The Financing Document and any amendments thereto ------------------ will comply when the Financing Document becomes effective in all material respects with the provisions of the Securities Act and will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading. The Prospectus will not as of the issue date thereof contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except that the representations and warranties contained in this Section 5.8 will not apply to statements or omissions in the Financing Document or the Prospectus based on information relating to the Underwriter furnished to VIALOG in writing by the Underwriter, or based on information relating to any of the Other Participating Companies or its stockholders furnished to VIALOG in writing by such Participating Company or any or of its stockholders, or the Company or the Stockholders furnished to VIALOG in writing by the Company or any of the Principal StockholderStockholders. VIALOG will furnish the Company with a copy of the Financing Document and of each amendment thereto until the Asset Purchase Merger Closing and thereafter will furnish the Principal Stockholder with each amendment thereto and any final Prospectus.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Call Points Inc)