Information Supplied for Proxy Statement Clause Samples
The "Information Supplied for Proxy Statement" clause requires parties to provide accurate and complete information that will be included in a proxy statement distributed to shareholders, typically in connection with a merger, acquisition, or other significant corporate action. This clause obligates each party to furnish all necessary data, such as financial statements, business descriptions, and disclosures about potential conflicts of interest, to ensure the proxy statement is comprehensive and compliant with regulatory requirements. Its core function is to ensure transparency and legal compliance, thereby protecting both the company and its shareholders from misinformation or omissions that could affect decision-making or lead to liability.
Information Supplied for Proxy Statement. None of the information supplied or to be supplied by Parent or Sub specifically for inclusion or incorporation by reference in the Proxy Statement will, on the date it is first mailed to the holders of Company Common Stock or at the Meeting Date, 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 light of the circumstances under which they are made, not misleading. If, at any time prior to the Meeting Date, any event with respect to Parent or Sub, or with respect to information supplied by Parent or Sub specifically for inclusion in the Proxy Statement, shall occur which is required to be described in an amendment of, or a supplement to, such document, such event shall be so described to the Company. All documents that Parent or Sub is responsible for filing with the SEC in connection with the transactions contemplated herein will comply as to form, in all material respects, with the provisions of the Securities Act, the Exchange Act or the rules and regulations thereunder, and each such document required to be filed with any Governmental Entity other than the SEC will comply in all material respects with the provisions of applicable law as to the information required to be contained therein. Notwithstanding the foregoing, Parent and Sub make no representation or warranty with respect to the information supplied or to be supplied by the Company for inclusion in the Proxy Statement.
Information Supplied for Proxy Statement. None of the information furnished to the Company by or on behalf of Parent expressly for use in the Proxy Statement will, as of the date the Proxy Statement is mailed to the Company’s shareholders, contain any untrue statement of a material fact or omit to state any material fact required to be stated in the Proxy Statement, or necessary in order to make the statements made in the Proxy Statement, in light of the circumstances under which they are made, not misleading.
Information Supplied for Proxy Statement. None of the information supplied or to be supplied by Occidental or its Affiliates in writing specifically for inclusion in the Proxy Statement to be filed with the SEC by the Company in connection with the Company stockholder meeting to be held in connection with this Agreement will, at the date mailed to the Company's stockholders, or (except to the extent amended or supplemented as described in the next sentence) at the time of such meeting, 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. If at any time prior to the time of such meeting, any event with respect to Occidental, or with respect to other information supplied by Occidental in writing specifically for inclusion in the Proxy Statement, shall occur which is required to be described in an amendment of, or a supplement to, the Proxy Statement, Occidental will promptly notify the Company of such event.
Information Supplied for Proxy Statement. The information supplied or to be supplied by CWI as required by the 1934 Act and applicable SEC regulations for inclusion in the Proxy Statement, including any amendments and supplements thereto, will not, either at the date mailed to the Intellicell Stockholders or at the time of the Intellicell Stockholders Meeting, 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 were made, not misleading.
Information Supplied for Proxy Statement. None of the information supplied or to be supplied by BHW for inclusion or incorporation by reference in the Proxy Statement to be filed with the SEC by INFO in connection with the shareholder meeting of INFO to be held in connection with this Master Transaction Agreement and the transactions contemplated hereby will, at the date mailed to shareholders, or at the time of such meetings, 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.
Information Supplied for Proxy Statement. None of the information supplied or to be supplied by Buyer or Buyer Parent for inclusion or incorporation by reference in the Proxy Statement, and any amendment thereof or supplement thereto, will, at the date the Proxy Statement is first disseminated to the stockholders of Seller and at the time of Seller Stockholder Meeting, 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.
Information Supplied for Proxy Statement. The information supplied by Acquisition for inclusion in the proxy statement filed with the SEC in connection with this Agreement at the time the proxy statement is declared effective by the SEC shall not 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 light of the circumstances under which they were made, not misleading. The information supplied by Acquisition for inclusion in the proxy statement to be sent to the shareholders of the Company in connection with the solicitation of proxies for the Company shareholder vote shall not, on the date the proxy statement is first mailed to the shareholders of the Company, contain any statement which, at such time, is false or misleading with respect to any material fact, or omit to state any material fact necessary in order to make the statements made therein, in light of the circumstances under which they are made, not false or misleading; or omit to state any material fact necessary to correct any statement in any earlier communication with respect to the solicitation of proxies for the Company shareholder vote which has become false or misleading. If at any time prior to the Company’s special meeting of shareholders any event or information should be discovered by the Company which should be set forth in a supplement to the proxy statement, Acquisition shall promptly inform the shareholders of the Company.
Information Supplied for Proxy Statement. None of the written information supplied by Parent, Merger Sub or their officers, directors, representatives, agents or employees specifically for inclusion in the proxy statement (such proxy statement, as amended or supplemented, is herein referred to as the “Proxy Statement”), to be filed with the SEC by the Company in connection with the solicitation of proxies from stockholders at the special meeting of stockholders of the Company to consider this Agreement and the Merger (the “Company Stockholders’ Meeting”) will, on the date the Proxy Statement is first sent to the Company’s stockholders or at the time of Company Stockholders’ Meeting, 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 light of the circumstances under which they are made, not misleading.
Information Supplied for Proxy Statement. None of the information supplied by the Shareholder or the Company for inclusion in the proxy statement to be filed by Parent with the SEC relating to the Parent Stockholder Approval (the “Proxy Statement”) will, to the Knowledge of the Shareholder or the Company, at the date it is first mailed to the holders of Parent Common Stock (or at the date any amendment or supplement thereto is mailed) or at the time of the Special Meeting, 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 light of the circumstances under which they are made, not false or misleading.
