Common use of Proxy Statement and Other SEC Filings Clause in Contracts

Proxy Statement and Other SEC Filings. None of the ------------------------------------- information supplied by Parent or its subsidiaries for inclusion in (i) any proxy statement to be distributed in connection with the Company's meeting of stockholders to vote upon this Agreement and the transactions contemplated hereby (the "Proxy Statement"), at the time of the mailing of the Proxy Statement and any amendments or supplements thereto, or at the time of the meeting of stockholders of the Company to be held in connection with the transactions contemplated by this Agreement, or (ii) the Schedule 13E-3 with respect to the transactions contemplated hereby (the "Transaction Statement") at the time of the filing thereof with the SEC or at any time the Transaction Statement is amended or supplemented, will contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they are made, not misleading.

Proxy Statement and Other SEC Filings. None of the ------------------------------------- information to be supplied by Parent or its subsidiaries for inclusion in (i) any proxy statement (the "Proxy Statement") to be distributed in connection with the Company's special meeting of stockholders to vote upon shareholders (the "Special Meeting") called for the purpose of voting on this Agreement and the transactions contemplated hereby (the "Proxy Statement"), at the time of the mailing to shareholders of the Proxy Statement and or any amendments amendment or supplements supplement thereto, or at the time of the meeting of stockholders of the Company to be held in connection with the transactions contemplated by this Agreement, or (ii) the Schedule 13E-3 required under the Exchange Act with respect to the transactions contemplated hereby or any amendments or supplements thereto (the "Transaction Statement") at the time of the final filing thereof with the SEC or SEC, and, in each case, at any the time of the Transaction Statement is amended or supplementedSpecial Meeting, will contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they are made, not misleading.

Proxy Statement and Other SEC Filings. None of the ------------------------------------- information to be supplied by Parent or its subsidiaries for inclusion in (i) any proxy statement (the "Proxy Statement") to be distributed in connection with the Company's special meeting of stockholders to vote upon shareholders (the "Special Meeting") called for the purpose of voting on this Agreement and the transactions contemplated hereby (the "Proxy Statement"), at the time of the mailing to shareholders of the Proxy Statement and or any amendments amendment or supplements supplement thereto, or at the time of the meeting of stockholders of the Company to be held in connection with the transactions contemplated by this Agreement, or (ii) the Schedule 13E-3 required under the Exchange Act with respect to the transactions contemplated hereby or any amendments or supplements thereto (the "Transaction Statement") at the time of the final filing thereof with the SEC or SEC, and, in each case, at any the time of the Transaction Statement is amended or supplementedSpecial Meeting, will contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they are made, not misleading.

Proxy Statement and Other SEC Filings. None of the ------------------------------------- information supplied by Parent or its subsidiaries for inclusion in (i) any proxy statement to be distributed in connection with the Company's meeting of stockholders to vote upon this Agreement and the transactions contemplated hereby (the "Proxy Statement"), at the time of the mailing of the Proxy Statement and any amendments or supplements thereto, or at the time of the meeting of stockholders of the Company to be held in connection with the transactions contemplated by this Agreement, or (ii) the Schedule 13E-3 with respect to the transactions contemplated hereby (the "Transaction Statement") at the time of the filing thereof with the SEC or at any time the Transaction Statement is amended or supplemented, will contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they are made, not misleading.

Proxy Statement and Other SEC Filings. None of the ------------------------------------- ------------------------------------------- information to be supplied by Parent or its subsidiaries for inclusion in (i) any proxy statement (the "Proxy Statement") to be distributed in connection with the Company's special meeting of stockholders to vote upon shareholders (the "Special Meeting") called for the purpose of voting on this Agreement and the transactions contemplated hereby (the "Proxy Statement"), at the time of the mailing to shareholders of the Proxy Statement and or any amendments amendment or supplements supplement thereto, or at the time of the meeting of stockholders of the Company to be held in connection with the transactions contemplated by this Agreement, or (ii) the Schedule 13E-3 required under the Exchange Act with respect to the transactions contemplated hereby or any amendments or supplements thereto (the "Transaction Statement") at the time of the final filing thereof with the SEC or SEC, and, in each case, at any the time of the Transaction Statement is amended or supplementedSpecial Meeting, will contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they are made, not misleading.