Common use of Misstatements and Omissions Clause in Contracts

Misstatements and Omissions. No representation or warranty made by the Seller in this Agreement, and no statement contained in any certificate or Schedule furnished or to be furnished by the Seller or any of the Shareholders pursuant hereto, contains or will contain any untrue statement of a material fact or omits or will omit to state a material fact necessary in order to make such representation or warranty or such statement not misleading.

Appears in 1 contract

Samples: Asset Purchase Agreement (Morgan Products LTD)

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Misstatements and Omissions. No representation or warranty made by the Seller Buyer in this Agreement, and no statement contained or in any certificate statement, certificate, exhibit, Schedule, or Schedule other document furnished to Shareholders or to be furnished by the Seller or any of the Shareholders Company pursuant hereto, hereto contains or will contain any untrue statement of a material fact or omits or will omit to state a material fact necessary in order to make such representation the statements contained herein or warranty or such statement therein not misleading.

Appears in 1 contract

Samples: Merger Agreement (Amerigroup Corp)

Misstatements and Omissions. No representation or warranty made by the Seller Company in this Agreement, and no statement contained or in any certificate statement, certificate, exhibit, schedule, or Schedule other document furnished to Buyer pursuant hereto or to be furnished by in connection with the Seller or any of the Shareholders pursuant hereto, Transaction contemplated herein contains or will contain any untrue statement of a material fact or omits or will omit to state a material fact necessary in order to make such representation the statements contained herein or warranty or such statement therein not misleading.

Appears in 1 contract

Samples: Merger Agreement (Amerigroup Corp)

Misstatements and Omissions. No representation or warranty made by the Seller in this AgreementAgreement or the Ancillary Agreements, and no statement contained or in any certificate written statement, certificate, exhibit, schedule or Schedule other instrument furnished or to be furnished by the Seller or any of the Shareholders Buyer pursuant hereto, contains or will contain any untrue statement of a material fact or omits or will omit to state a material fact necessary in order to make such representation the statements contained herein or warranty or such statement therein, in light of the circumstances under which they were made, not misleading.

Appears in 1 contract

Samples: Asset Purchase Agreement (Autobytel Inc)

Misstatements and Omissions. No representation or warranty made by the Seller Buyer or Parent in this Agreement, and no statement contained or in any certificate statement, certificate, exhibit, schedule, or Schedule other document furnished to Company Members or to be furnished by the Seller or any of the Shareholders Company pursuant hereto, hereto contains or will contain any untrue statement of a material fact or omits or will omit to state a material fact necessary in order to make such representation the statements contained herein or warranty or such statement therein not misleading.

Appears in 1 contract

Samples: Merger Agreement (Amerigroup Corp)

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Misstatements and Omissions. No representation or and warranty made by the Seller Buyer contained in this Agreement, and no statement contained in any certificate or Schedule furnished or to be furnished by the Buyer or the Sub to the Seller or any of the Shareholders pursuant heretoin connection with this Agreement, contains or will contain any untrue statement of a material fact or omits or will omit to state a material fact necessary in order to make such representation or and warranty or such statement not misleading.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sonic Automotive Inc)

Misstatements and Omissions. No representation or warranty made by the Seller in this Agreement, and no statement contained in any certificate or Schedule furnished or to be furnished by the Seller or any of the Shareholders Shareholder pursuant hereto, contains or will contain any untrue statement of a material fact or omits or will omit to state a material fact necessary in order to make such representation or warranty or such statement not misleading.

Appears in 1 contract

Samples: Asset Purchase Agreement (Sonic Automotive Inc)

Misstatements and Omissions. No representation or and warranty made by the Seller or the Companies contained in this Agreement, and no statement contained in any certificate or Schedule furnished or to be furnished by the Seller or any of the Shareholders pursuant heretoCompanies to the Buyer in connection with this Agreement, contains or will contain any untrue statement of a material fact or omits or will omit to state a material fact necessary in order to make such representation or and warranty or such statement not misleading.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sonic Automotive Inc)

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