Common use of Statements True and Correct Clause in Contracts

Statements True and Correct. No representation or warranty made by the Company or the Stockholders, nor any statement, certificate or instrument furnished or to be furnished to Purchaser pursuant to this Agreement, the Other Agreements or any other document, agreement or instrument referred to herein or therein, including, without limitation, the Financial Statements, contains or will contain any untrue statement of fact or omits or will omit to state a Material fact necessary to make the statements contained therein not misleading in light of the circumstances under which they were made.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Gray Communications Systems Inc /Ga/), Stock Purchase Agreement (Busse Broadcasting Corp), Stock Purchase Agreement (Busse Broadcasting Corp)

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Statements True and Correct. No representation or warranty made by the Company or the StockholdersPurchaser, nor any statement, certificate or instrument furnished or to be furnished to Purchaser the Company or the Stockholders pursuant to this Agreement, the Other Agreements or any other document, agreement or instrument referred to herein or therein, including, without limitation, the Financial Statements, contains or will contain any untrue statement of fact or omits or will omit to state a Material fact necessary to make the statements contained therein not misleading in light of the circumstances under which they were mademisleading.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Gray Communications Systems Inc /Ga/), Stock Purchase Agreement (Busse Broadcasting Corp), Stock Purchase Agreement (Busse Broadcasting Corp)

Statements True and Correct. No representation statements, certificate, instrument, or warranty made by the Company or the Stockholders, nor any statement, certificate or instrument other writing furnished or to be furnished by the Holders or any Affiliate or Associate thereof to Purchaser the Company pursuant to this Agreement, the Other Agreements or to any Regulatory Authority, including all regulatory applications and notices or any other document, agreement agreement, or instrument referred to herein or thereinmade in connection with the acquisition, including, without limitation, the Financial Statements, ownership or disposition of Company Common Stock or Company Voting Securities contains or will contain any untrue statement of material fact or omits or will omit to state a Material material fact necessary to make the statements contained therein not misleading therein, in light of the circumstances under which they were made, not misleading.

Appears in 2 contracts

Samples: Standstill Agreement (Ebank Financial Services Inc), Standstill Agreement (Rhineheart Gary Reed)

Statements True and Correct. No representation or warranty made by the Company or the Stockholdersstatement contained in this Agreement or any certificate, nor any statementexhibit, certificate annex, schedule, instrument or instrument other writing furnished or to be furnished by the Company or any Subsidiary or Affiliate of the Company to Purchaser Parent pursuant to this Agreement, the Other Agreements Agreement or any other documentdocuments, agreement or instrument referred to herein or therein, including, without limitation, the Financial Statements, contains or will contain any untrue statement of material fact or omits or will omit to state a Material material fact necessary to make the statements contained therein not misleading therein, in light of the circumstances under which they were made, not misleading.

Appears in 1 contract

Samples: Merger Agreement (Centennial Healthcare Corp)

Statements True and Correct. No representation or warranty made by either of the Company or the StockholdersSellers, nor any statement, certificate or instrument furnished or to be furnished to Purchaser pursuant to this Agreement, the Other Agreements or any other document, agreement or instrument referred to herein or therein, including, without limitation, the Financial Statements, contains or will contain any untrue statement of fact or omits or will omit to state a Material fact necessary to make the statements contained therein not misleading in light of the circumstances under which they were made.

Appears in 1 contract

Samples: Asset Purchase Agreement (Gray Communications Systems Inc /Ga/)

Statements True and Correct. No representation or warranty made by the Company or the StockholdersPurchaser, nor any statement, certificate or instrument furnished or to be furnished to Purchaser the Sellers pursuant to this Agreement, the Other Agreements or any other document, agreement or instrument referred to herein or therein, including, without limitation, the Financial Statements, contains or will contain any untrue statement of fact or omits or will omit to state a Material fact necessary to make the statements contained therein not misleading in light of the circumstances under which they were made.

Appears in 1 contract

Samples: Asset Purchase Agreement (Gray Communications Systems Inc /Ga/)

Statements True and Correct. No representation or warranty made by the Company or the StockholdersShareholders, nor any statement, certificate or instrument furnished or to be furnished to Purchaser pursuant to this Agreement, the Other Agreements Agreement or any other document, agreement or instrument referred to herein or therein, including, without limitation, the Financial Statements, contains or will contain any untrue statement of fact or omits or will omit to state a Material fact necessary to make the statements contained therein not misleading in light of the circumstances under which they were mademisleading.

Appears in 1 contract

Samples: Share Purchase Agreement (Jotan Inc)

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Statements True and Correct. No representation or warranty made by either of the Company or the StockholdersSellers, nor any statement, certificate or instrument furnished or to be furnished to Purchaser pursuant to this Agreement, the Other Agreements or any other document, agreement or instrument referred to herein or therein, including, without limitation, the Financial Statements, contains or will contain any untrue statement of Material fact or omits or will omit to state a Material fact necessary to make the statements contained therein not misleading in light of the circumstances under which they were made.

Appears in 1 contract

Samples: Asset Purchase Agreement (Gray Communications Systems Inc /Ga/)

Statements True and Correct. No representation or warranty made by --------------------------- the Company or the Stockholders, nor any statement, certificate or instrument furnished or to be furnished to Purchaser pursuant to this Agreement, the Other Agreements Agreement or any other document, agreement or instrument referred to herein or thereindelivered pursuant hereto, including, without limitation, the Financial Statements, contains or will contain any untrue statement of a material fact or omits or will omit to state a Material material fact necessary to make the statements contained therein not misleading in light of the circumstances under which they were mademisleading.

Appears in 1 contract

Samples: Merger Agreement (Mapics Inc)

Statements True and Correct. No representation or warranty made by the Company or the StockholdersPurchaser, nor any statement, certificate or instrument furnished or to be furnished to Purchaser the Sellers pursuant to this Agreement, the Other Agreements or any other document, agreement or instrument referred to herein or therein, including, without limitation, the Financial Statements, contains or will contain any untrue statement of Material fact or omits or will omit to state a Material fact necessary to make the statements contained therein not misleading in light of the circumstances under which they were made.

Appears in 1 contract

Samples: Asset Purchase Agreement (Gray Communications Systems Inc /Ga/)

Statements True and Correct. No representation or warranty made by the Company or the Stockholdersstatement contained in this Agreement or any certificate, nor any statementschedule, certificate instrument or instrument other writing furnished or to be furnished by the Company or any Subsidiary of the Company to Purchaser Parent or Acquisition pursuant to this Agreement, the Other Agreements or any other document, agreement or instrument referred to herein or therein, including, without limitation, the Financial Statements, Agreement contains or will contain any untrue statement of material fact or omits or will omit to state a Material material fact necessary to make the statements contained therein not misleading therein, in light of the circumstances under which they were made, not misleading.

Appears in 1 contract

Samples: Merger Agreement (Us Oncology Inc)

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