Common use of SEC Documents; Financial Statements; No Undisclosed Liabilities Clause in Contracts

SEC Documents; Financial Statements; No Undisclosed Liabilities. (a) The Company has filed, and made available to Parent true and complete copies of, all required reports, schedules, forms, statements, exhibits and other documents filed with the Securities and Exchange Commission ("SEC") since January 1, 1996 (the "SEC Documents"). As of their respective dates, and except to the extent later modified in subsequent SEC Documents, the SEC Documents complied in all material respects with the requirements of the Securities Act of 1933, as amended, and the rules and regulations thereunder (the "Securities Act"), or the Exchange Act, as the case may be, applicable to such SEC Documents, and none of the SEC Documents contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Nebco Evans Holding Co), Agreement and Plan of Merger (Prosource Inc), Agreement and Plan of Merger (Ameriserve Food Distribution Inc /De/)

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SEC Documents; Financial Statements; No Undisclosed Liabilities. (ai) The Company has filed, and made available delivered to Parent Parent, true and complete copies of, of all required reports, schedules, forms, statements, exhibits and other documents filed by the Company with the Securities and Exchange Commission ("SEC") SEC since January 1, 1996 2000 (the "SEC Documents"). As of their respective dates, and except to the extent later modified in subsequent SEC Documents, the SEC Documents complied in all material respects with the requirements of the Securities Act of 1933, as amended, and the rules and regulations thereunder (the "Securities Act"), or the Exchange Act, as the case may be, applicable to such SEC Documents, and none of the SEC Documents contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading, except to the extent superceded or amended by a subsequent filing with the SEC filed prior to the date hereof.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Rogue Wave Software Inc /Or/)

SEC Documents; Financial Statements; No Undisclosed Liabilities. (ai) The Company has filed, and made available delivered to Parent Parent, true and complete copies of, of all required reports, schedules, forms, statements, exhibits and other documents filed by the Company with the Securities and Exchange Commission ("SEC") SEC since January 1, 1996 2000 (the "SEC Documents"). As of their respective dates, and except to the extent later modified in subsequent SEC Documents, the SEC Documents complied in all material respects with the requirements of the Securities Act of 1933, as amended, and the rules and regulations thereunder (the "Securities Act"), or the Exchange Act, as the case may be, applicable to such SEC Documents, and none of the SEC Documents contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Carescience Inc)

SEC Documents; Financial Statements; No Undisclosed Liabilities. (ai) --------------------------------------------------------------- The Company has filed, and made available delivered to Parent true and complete copies of, all required reports, schedules, forms, statements, exhibits and other documents filed with the Securities and Exchange Commission ("SEC") SEC since January 1, 1996 1994 (the "SEC Documents"). As of their respective dates, and except to the extent later modified in subsequent SEC Documents, the SEC Documents complied in all material respects with the requirements of the Securities Act of 1933, as amended, and the rules and regulations thereunder (the "Securities Act"), or the Exchange Act, as the case may be, applicable to such SEC Documents, and none of the SEC Documents contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading.

Appears in 1 contract

Samples: Agreement and Plan of Merger (American Recreation Centers Inc)

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SEC Documents; Financial Statements; No Undisclosed Liabilities. (ai) The Company has filed, and made available delivered to Parent Parent, true and complete copies of, of all required reports, schedules, forms, statements, exhibits and other documents filed by the Company with the Securities and Exchange Commission ("SEC") SEC since January 1, 1996 2000 (the "SEC Documents"). As of their respective dates, and except to the extent later modified in subsequent SEC Documents, the SEC Documents complied in all material respects with the requirements of the Securities Act of 1933, as amended, and the rules and regulations thereunder (the "Securities Act"), or the Exchange Act, as the case may be, applicable to such SEC Documents, and none of the SEC Documents contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Quovadx Inc)

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