Selling Documents. None of the documents or information delivered to Buyer in connection with the transactions contemplated by this Agreement contains any untrue statement of a material fact or omits to state a material fact necessary in order to make the statements contained therein not misleading. The financial projections relating to the Company or any Subsidiary delivered to Buyer are made in good faith and are based upon reasonable assumptions, and no Seller is aware of any fact or set of circumstances that would lead it to believe that such projections are incorrect or misleading in any material respect.
Selling Documents. SECTION 4.19.
Selling Documents. None of the documents or information delivered to Parent by the Group Companies and its respective Representatives in connection with the Transactions as a whole and with due regard to the respective dates thereof contains any untrue statement of a material fact or omits to state a material fact necessary in order to make the statements contained therein not misleading. Each Group Company has furnished or otherwise made available to Parent any and all material information (financial, operational or other) and documents, failure to provide which to Parent could reasonably be expected to cause Parent unwilling to execute, deliver and perform this Agreement and the Transaction Documents or to consummate the Transactions pursuant to current terms and conditions herein or therein or would defeat the business rationale of Parent to enter into this Agreement or any Transaction Document and to consummate the Transactions.
Selling Documents. None of the information (other than financial projections and other than the financial statements as to which representations are made in Section 3.08) contained in the Confidential Descriptive Memorandum (the "Offering Memorandum") dated as of February 1997, prepared by Legg Mason Wood Walker Incorporated ("Legg Mason") in connexxxxn xxxx xxx sxxx xx Reseller Networx, xoxxxxxs any untrue statement of a material fact or omits to state a material fact necessary in order to make the statements contained therein not misleading. The financial projections relating to Reseller Network delivered to Buyer were made in good faith and were based upon assumptions that were reasonable at the time such projections were delivered to Buyer. Without limiting the representations and warranties made in Section 3.08, Seller has disclosed to Buyer the financial results of Reseller Network up to and including April 5, 1997 which are materially different from those set forth in such projections.
Selling Documents. None of the documents or information delivered to Buyer in connection with the transactions contemplated by this Agreement and the Transaction Documents contains any untrue statement of a material fact or omits to state a material fact necessary in order to make the statements contained therein not misleading. Each Group Company has furnished or otherwise made available to Buyer any and all information (financial, operational or other) and documents, failure to provide which to Buyer could reasonably be expected to cause Buyer, based on its reasonable consideration and determination, unwilling to execute, deliver and perform this Agreement and the Transaction Documents or to consummate the transactions contemplated herein and therein pursuant to current terms and conditions herein or therein or would defeat the business rationale of Buyer to enter into this Agreement or any Transaction Document and to consummate the transactions contemplated herein and therein. The financial projections relating to the Business delivered to Buyer are made in good faith and are based upon reasonable assumptions, and to the best knowledge of any Group Company, there is no fact or set of circumstances that would lead it to believe that such projections are incorrect or misleading in any material respect.
Selling Documents. None of the documents or information delivered to the Purchasers in connection with the transactions contemplated by this Agreement, the Shareholders Agreement and the Series B Transaction Documents, including, without limitation, the SEC Reports, contains any untrue statement of a material fact or omits to state a material fact necessary in order to make the statements contained therein not misleading. The financial projections relating to the Issuer or any Subsidiary delivered to the Purchasers were made in good faith based upon reasonable assumptions, and the Issuer is not aware of any fact or set of circumstances that would lead it to believe that such projections are incorrect or misleading in any material respect.
Selling Documents. None of the documents or information delivered to Buyer or its Affiliates in connection with the transactions contemplated by this Agreement and the Transaction Documents contains any untrue statement of a material fact or omits to state a material fact necessary in order to make the statements contained therein not misleading. Seller Group has furnished or otherwise made available to Buyer and its Affiliates any and all information (financial, operational or other) and documents, failure to provide which to Buyer and its Affiliates could reasonably be expected to cause Buyer or its Affiliates, based on its reasonable consideration and determination, unwilling to execute, deliver and perform this Agreement and the Transaction Documents or to consummate the transactions contemplated herein and therein pursuant to current terms and conditions herein or therein or would defeat the business rationale of Buyer or its Affiliates to enter into this Agreement or any Transaction Document and to consummate the transactions contemplated herein and therein. The financial projections relating to the Business delivered to Buyer and its Affiliates are made in good faith and are based upon reasonable assumptions, and to the best knowledge of Seller Group, there is no fact or set of circumstances that would lead it to believe that such projections are incorrect or misleading in any material respect.
Selling Documents. Section 3.
Selling Documents o Trial Balance and Pro Forma Consolidated Financials for year end December 31, 2001
Selling Documents. The documents and information delivered to Buyer in connection with the transactions contemplated by this Agreement and the other Transaction Documents taken as a whole do not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein not misleading.
