Common use of No Misstatements Clause in Contracts

No Misstatements. To the Company’s knowledge, no representation or warranty made by the Company or any Subsidiary in this Agreement, the Company Disclosure Schedule or any certificate delivered or deliverable pursuant to the terms hereof contains or will contain any untrue statement of a material fact, or omits, or will omit, when taken as a whole, to state a material fact, necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Lenco Mobile Inc.), Merger Agreement (Lenco Mobile Inc.), Merger Agreement (DemandTec, Inc.)

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No Misstatements. To the Company’s knowledge, no representation or warranty made by the Company or any Subsidiary in this Agreement, the Company Disclosure Schedule or any certificate delivered or deliverable pursuant to the terms hereof contains or will contain contain, when taken as a whole, any untrue statement of a material fact, or omits, or will omit, when taken as a whole, to state a material fact, necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading.

Appears in 2 contracts

Samples: Merger Agreement (Blue Coat Systems Inc), Agreement and Plan of Merger and Reorganization (Blue Coat Systems Inc)

No Misstatements. To the Company’s knowledge, no No representation or warranty made by the Company or any Subsidiary in this Agreement, the Company Disclosure Schedule or any certificate delivered or deliverable pursuant to the terms hereof contains or will contain any untrue statement of a material fact, or omits, or will omit, when taken as a whole, to state a material fact, necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading.

Appears in 2 contracts

Samples: Merger Agreement (DemandTec, Inc.), Merger Agreement (Ariba Inc)

No Misstatements. To the Company’s knowledge, no No representation or warranty made by the Company or any Subsidiary in this Agreement, the Company Disclosure Schedule or any certificate delivered or deliverable pursuant to the terms hereof contains or will contain any untrue statement of a material fact, or omits, or will omit, when taken as a whole, to state a material fact, necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading. The Company has disclosed to Parent all material information relating to the business of the Company or the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Hansen Medical Inc), Merger Agreement (InfoSearch Media, Inc.)

No Misstatements. To the Company’s knowledge, no No representation or warranty made by the Company or any Subsidiary in this Agreement, the Company Disclosure Schedule or any certificate delivered or deliverable pursuant to the terms hereof contains or will contain any untrue statement of a material fact, or omits, or will omit, when taken as a whole, to state a material fact, necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading.

Appears in 1 contract

Samples: Merger Agreement (Mast Therapeutics, Inc.)

No Misstatements. To the Company’s knowledge, no No representation or warranty made ---------------- by the Company or any Subsidiary in this Agreement, the Company Disclosure Schedule or any certificate delivered or deliverable pursuant to the terms hereof contains or will at Closing contain any untrue statement of a material fact, or omits, or will omit, when taken as a whole, to state a material fact, necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading.

Appears in 1 contract

Samples: Merger Agreement (Netopia Inc)

No Misstatements. To the Company’s knowledge, no No representation or warranty made by the Company or any Subsidiary in this Agreement, the Company Disclosure Schedule or any certificate delivered or deliverable pursuant to the terms hereof contains or will contain any untrue statement of a material fact, or omits, or will omit, when taken as a whole, to state a material fact, fact necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading.

Appears in 1 contract

Samples: Merger Agreement (Synchronoss Technologies Inc)

No Misstatements. To the Company’s knowledge, no No representation or warranty made by the ---------------- Company or any Subsidiary in this Agreement, the Company Disclosure Schedule or any certificate delivered or deliverable pursuant to the terms hereof hereof, contains or will contain contain, any untrue statement of a material fact, or omits, or will omit, when taken as a whole, to state a any material fact, necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading.

Appears in 1 contract

Samples: Merger Agreement (Sonicwall Inc)

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No Misstatements. To the Company’s knowledge, no No representation or warranty made by the Company or any Subsidiary in this Agreement, Agreement or the Company Disclosure Schedule or any certificate delivered or deliverable pursuant to the terms hereof contains or will contain any untrue statement of a material fact, or omits, or will omit, when taken as a whole, to state a material fact, necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading.

Appears in 1 contract

Samples: Merger Agreement (Boston Scientific Corp)

No Misstatements. To the Company’s knowledge, no No representation or warranty made by the Company or any Subsidiary in this Agreement, the Company Disclosure Schedule or any certificate delivered or deliverable pursuant to the terms hereof contains or will contain any untrue statement of a material fact, or omits, or will omit, when taken as a whole, to state a material fact, necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading. Company does not have Knowledge of any fact that has specific application to Company that could reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Stock Purchase Agreement (LOCAL.COM)

No Misstatements. To the Company’s knowledge, no No representation or warranty made by the Company or any Subsidiary in this Agreement, the Company Disclosure Schedule Schedules or any certificate delivered or deliverable pursuant to the terms hereof contains or will contain any untrue statement of a material fact, or omits, or will omit, when taken as a whole, to state a material fact, necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading.. The Company has disclosed to the Purchaser all material information relating to the Purchased Assets, the Business, and the transactions contemplated by this Agreement

Appears in 1 contract

Samples: Asset Purchase Agreement (M Wave Inc)

No Misstatements. To the Company’s knowledge, no No representation or warranty made ---------------- by the Company or any Subsidiary in this Agreement, the Company Disclosure Schedule or any certificate delivered or deliverable pursuant to the terms hereof hereof, contains or will contain contain, any untrue statement of a material fact, or omits, or will omit, when taken as a whole, to state a any material fact, necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading.

Appears in 1 contract

Samples: Merger Agreement (Sonicwall Inc)

No Misstatements. To the Company’s 's knowledge, no ---------------- representation or warranty made by the Company or any Subsidiary in this Agreement, the Company Disclosure Schedule or any certificate delivered or deliverable pursuant to the terms hereof contains or will contain contain, when taken as a whole, any untrue statement of a material fact, or omits, or will omit, when taken as a whole, to state a material fact, necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading.

Appears in 1 contract

Samples: Merger Agreement (Blue Coat Systems Inc)

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