Common use of Information in Registration Statement and Joint Proxy Statement Clause in Contracts

Information in Registration Statement and Joint Proxy Statement. The information relating to and provided by the Company and its Subsidiaries, or their respective representatives, to be contained in the Registration Statement and the Disclosure Document, shall not, (a) at the time the Registration Statement is declared effective, (b) at the time the Disclosure Document is first mailed to the shareholders of the Company and WFS, (c) at the time of the Company Shareholder Meeting and the WFS Shareholder Meeting or (d) at the Parent Effective Time and the Subsidiary Effective Time, contain any untrue statement of material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances in which they were made, not false or misleading. The Disclosure Document shall comply in all material respects as to form with the requirements of the Exchange Act and the Securities Act, as applicable. Notwithstanding the foregoing, the Company makes no representation or warranty with respect to any information supplied by the Purchaser or any of its Subsidiaries or representatives for inclusion in the Disclosure Document.

Information in Registration Statement and Joint Proxy Statement. The information relating to and provided by the Company Purchaser and its Subsidiaries, Subsidiaries or their respective representatives, to be contained in the Registration Statement and the Disclosure Document, shall not, (a) at the time the Registration Statement is declared effective, (b) at the time the Disclosure Document is first mailed to the shareholders of the Company and WFSCompany, (c) at the time of the Company Shareholder Meeting and the WFS Shareholder Meeting Meeting, as applicable, or (d) at the Parent Effective Time and or the Subsidiary Effective Time, as applicable, contain any untrue statement of material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances in which they were made, not false or misleading. The Disclosure Document shall comply in all material respects as to form with the requirements of the Exchange Act and the Securities Act, as applicable. Notwithstanding the foregoing, the Company Purchaser makes no representation or warranty with respect to any information supplied by the Purchaser Company, WFB, WFS, their respective Subsidiaries or any of its Subsidiaries the Company’s, WFB’s or WFS’s representatives for inclusion in the Disclosure Document.

Information in Registration Statement and Joint Proxy Statement. The information relating to and provided by the Company Purchaser and its Subsidiaries, Subsidiaries or their respective representatives, to be contained in the Registration Statement and the Disclosure Document, shall not, (a) at the time the Registration Statement is declared effective, (b) at the time the Disclosure Document is first mailed to the shareholders of the Company and WFSCompany, (c) at the time of the Company Shareholder Meeting and the WFS Shareholder Meeting Meeting, as applicable, or (d) at the Parent Effective Time and or the Subsidiary Effective Time, as applicable, contain any untrue statement of material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances in which they were made, not false or misleading. The Disclosure Document shall comply in all material respects as to form with the requirements of the Exchange Act and the Securities Act, as applicable. Notwithstanding the foregoing, the Company Purchaser makes no representation or warranty with respect to any information supplied by the Purchaser Company, WFB, WFS, their respective Subsidiaries or any of its Subsidiaries the Company's, WFB's or WFS's representatives for inclusion in the Disclosure Document.