Common use of Representations Complete Clause in Contracts

Representations Complete. None of the representations or warranties made by Acquiror or Merger Sub herein or in any Schedule hereto, including the Acquiror Disclosure Schedule, or certificate furnished by Acquiror or Merger Sub pursuant to this Agreement, or the Acquiror SEC Documents, when all such documents are read together in their entirety, 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 5 contracts

Samples: Agreement and Plan of Reorganization (Endosonics Corp), Agreement and Plan of Reorganization (Premier Laser Systems Inc), Agreement and Plan of Reorganization (Cardiometrics Inc)

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Representations Complete. None of the representations representations, warranties or warranties statements made by Acquiror or Merger Sub herein or in any Schedule hereto, including the Acquiror Disclosure ScheduleLetter, or in any certificate furnished by Acquiror or Merger Sub pursuant to this Agreement, or in the Acquiror SEC Documents, when all such documents are read together in their entirety, 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 4 contracts

Samples: Agreement and Plan of Reorganization (Kroll Inc), Agreement and Plan of Reorganization (Ontrack Data International Inc), Agreement and Plan of Reorganization (Kroll Inc)

Representations Complete. None of the representations representations, warranties or warranties statements made by Acquiror or Merger Sub herein or in any Schedule hereto, including the Acquiror Disclosure ScheduleLetter, or certificate furnished by Acquiror or Merger Sub pursuant to this Agreement, or the Acquiror SEC Documents, when all such documents are read together in their entirety, 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 3 contracts

Samples: Agreement and Plan of Reorganization (Ontrack Data International Inc), Agreement and Plan of Reorganization (Micromuse Inc), Agreement and Plan of Reorganization (Legato Systems Inc)

Representations Complete. None of the representations or warranties made by Acquiror or Merger Acquisition Sub herein or in any Schedule hereto, including the Acquiror Disclosure Schedule, or certificate furnished by Acquiror or Merger Acquisition Sub pursuant to this Agreement, or the Acquiror SEC Documents, when all such documents are read together in their entirety, 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

Samples: Agreement and Plan of Reorganization (Softnet Systems Inc), Agreement and Plan of Reorganization (Uproar Inc)

Representations Complete. None of the representations representations, warranties or warranties statements made by Acquiror or Merger Sub herein or in any Schedule hereto, including the Acquiror Disclosure Schedule, or certificate furnished by Acquiror or Merger Sub pursuant to this Agreement, or the Acquiror SEC Documents, when all such documents are read together in their entirety, 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

Samples: Agreement and Plan of Reorganization (Covista Communications Inc), Agreement and Plan of Reorganization (Capsule Communications Inc De)

Representations Complete. None of the representations No statement, certificate, instrument or warranties made by Acquiror other writing furnished or Merger Sub herein or in any Schedule hereto, including the Acquiror Disclosure Schedule, or certificate to be furnished by Acquiror or Merger Sub pursuant to this AgreementAgreement or any Schedule hereto, including the Acquiror Disclosure Schedules, or the any certificate furnished or to be furnished by Acquiror SEC Documents, when all such documents are read together in their entirety, or Merger Sub 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

Samples: Agreement and Plan of Reorganization (Amerilink Corp), Agreement and Plan of Reorganization (Tandy Corp /De/)

Representations Complete. None of the representations or warranties made by Acquiror or Merger Sub herein or in any Schedule hereto, including the Acquiror Disclosure Schedule, or certificate furnished by Acquiror or Merger Sub pursuant to this Agreement, or the Acquiror SEC Documents, when all such documents are read together in their entirety, 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

Samples: Agreement and Plan of Merger (Motient Corp)

Representations Complete. None of the representations representations, warranties or warranties ------------------------ statements made by Acquiror or Merger Sub herein or in any Schedule hereto, including the Acquiror Disclosure ScheduleLetter, or certificate furnished by Acquiror or Merger Sub pursuant to this Agreement, or the Acquiror SEC Documents, when all such documents are read together in their entirety, 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

Samples: Affiliates Agreement (Qualix Group Inc)

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Representations Complete. None of the representations or ------------------------ warranties made by Acquiror or Merger Sub herein or in any Schedule Letter hereto, including the Acquiror Disclosure ScheduleLetter, or certificate furnished by Acquiror or Merger Sub pursuant to this Agreement, or the Acquiror SEC Documents, when all such documents are read together in their entirety, 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, therein in the light of the circumstances under which made, not misleading.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Rational Software Corp)

Representations Complete. None of the representations or warranties ------------------------ made by Acquiror or Merger Sub herein or in any Schedule schedule hereto, including any section of the Acquiror Disclosure Schedule, or certificate furnished by Acquiror or Merger Sub pursuant to this Agreement, or the Acquiror SEC Documents, when all such documents are read together in their entirety, 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

Samples: Agreement and Plan of Reorganization (Fogdog Inc)

Representations Complete. None of the representations or warranties made by Acquiror EAST or Merger Sub herein or in any Schedule hereto, including the Acquiror EAST Disclosure Schedule, or certificate certificates furnished by Acquiror EAST or Merger Sub pursuant to this Agreement, or the Acquiror EAST SEC DocumentsReports, when all such documents are read together in their entirety, 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

Samples: Agreement and Plan of Merger and Reorganization (Act Manufacturing Inc)

Representations Complete. None of the representations or warranties made by Acquiror or Merger Sub herein or in any Schedule hereto, including the Acquiror Disclosure Schedule, or certificate furnished by Acquiror or Merger Sub pursuant to this Agreement, or the Acquiror SEC Documents, or any written statement furnished to Target pursuant hereto or in connection with the transactions contemplated hereby, when all such documents are read together in their entirety, contains or will contain at the Effective Time any untrue statement of a material fact, 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.any

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Cybercash Inc)

Representations Complete. None of the representations representations, warranties or warranties ------------------------ statements made by Acquiror or Merger Sub herein or in any Schedule hereto, including the Acquiror Disclosure ScheduleLetter, or certificate furnished by Acquiror or Merger Sub pursuant to this Agreement, or the Acquiror SEC Documents, when all such documents are read together in their entirety, 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

Samples: Agreement and Plan of Reorganization (Cacheflow Inc)

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