Information to be Supplied. None of the information supplied or to be supplied by or on behalf of Parent for inclusion or incorporation by reference in the Registration Statement will, at the time the Registration Statement is filed with the SEC or becomes effective under the Securities Act, 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. None of the information supplied or to be supplied by or on behalf of Parent for inclusion or incorporation by reference in the Proxy Statement will, at the time the Proxy Statement is mailed to the stockholders of the Company or at the time of the 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 the light of the circumstances under which they are made, not misleading. Notwithstanding the foregoing, Parent makes no representation or warranty with respect to any information supplied by the Company that is contained in the foregoing documents.
Appears in 3 contracts
Samples: Merger Agreement (Titan Corp), Merger Agreement (Titan Corp), Merger Agreement (Globalnet Inc)
Information to be Supplied. None of the information supplied or to be supplied by or on behalf of Parent the Company for inclusion or incorporation by reference in the Registration Statement will, at the time the Registration Statement is filed with the SEC or becomes effective under the Securities Act, 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. None of the information supplied or to be supplied by or on behalf of Parent the Company for inclusion or incorporation by reference in the Proxy Statement will, at the time the Proxy Statement is mailed to the stockholders of the Company or at the time of the 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 the light of the circumstances under which they are made, not misleading. The Proxy Statement will comply as to form in all material respects with the provisions of the Exchange Act and the rules and regulations promulgated by the SEC thereunder. Notwithstanding the foregoing, Parent the Company makes no representation or warranty with respect to any information supplied by the Company Parent or Merger Sub that is contained in the foregoing documents.
Appears in 3 contracts
Samples: Merger Agreement (Titan Corp), Merger Agreement (Titan Corp), Merger Agreement (Globalnet Inc)
Information to be Supplied. None of the information supplied or to be supplied by or on behalf of Parent the Company for inclusion or incorporation by reference in (a) the Registration Statement will, at the time the Registration Statement is filed with the SEC or becomes effective under the Securities Act, contain any untrue statement of a material fact fact, or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading or (b) the Joint Proxy Statement/Prospectus will, at the time the Joint Proxy Statement/Prospectus is mailed to the Company Stockholders or the Parent Stockholders, or at the time of the Company Stockholders’ Meeting, include any untrue statement of a material fact, or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they are made, not misleading. None of the information supplied misleading or necessary to be supplied by or on behalf of Parent for inclusion or incorporation by reference in the Proxy Statement will, at the time the Proxy Statement is mailed to the stockholders of the Company or at the time of the Company Stockholders' Meeting, contain correct any untrue statement of a material fact in any earlier communication with respect to the solicitation of proxies for the Company Stockholders’ Meeting which has become false or omit misleading. The Joint Proxy Statement will comply as to state any form in all material fact required to be stated therein or necessary in order to make respects with the statements therein, in the light applicable provisions of the circumstances under which they are made, not misleadingExchange Act and the rules and regulations promulgated by the SEC thereunder. Notwithstanding the foregoing, Parent the Company makes no representation or warranty with respect to any information supplied by or to be supplied by the Company Parent Parties that is contained included or incorporated by reference in the foregoing documents.
Appears in 2 contracts
Samples: Merger Agreement (Crescent Energy Co), Merger Agreement (Silverbow Resources, Inc.)
Information to be Supplied. None of the information supplied or to be supplied by or on behalf of Parent for inclusion or incorporation by reference in the Registration Statement will, at the time the Registration Statement is filed with the SEC or becomes effective under the Securities Act, 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. None of the information supplied or to be supplied by or on behalf of Parent for inclusion or incorporation by reference in the Proxy Statement will, at the time the Proxy Statement is mailed to the stockholders shareholders of the Company or at the time of the Company StockholdersShareholders' 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. Notwithstanding the foregoing, Parent makes no representation or warranty with respect to any information supplied by the Company that is contained in the foregoing documents.
Appears in 2 contracts
Samples: Merger Agreement (Titan Corp), Merger Agreement (Cylink Corp /Ca/)
Information to be Supplied. None of the information supplied or to be supplied by or on behalf of Parent the Company for inclusion or incorporation by reference in the Registration Statement will, at the time the Registration Statement is filed with the SEC or becomes effective under the Securities Act, 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. None of the information supplied or to be supplied by or on behalf of Parent the Company for inclusion or incorporation by reference in the Proxy Statement will, at the time the Proxy Statement is mailed to the stockholders shareholders of the Company or at the time of the Company StockholdersShareholders' 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. The Proxy Statement will comply as to form in all material respects with the provisions of the Exchange Act and the rules and regulations promulgated by the SEC thereunder. Notwithstanding the foregoing, Parent the Company makes no representation or warranty with respect to any information supplied by the Company Parent or Merger Sub that is contained in the foregoing documents.
Appears in 2 contracts
Samples: Merger Agreement (Titan Corp), Merger Agreement (Cylink Corp /Ca/)
Information to be Supplied. None of the information supplied or to be supplied by or on behalf of Parent for inclusion or incorporation by reference in the Registration Statement will, at the time the Registration Statement is filed with the SEC or becomes effective under the Securities Act, 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. None of the information supplied or to be supplied by or on behalf of Parent for inclusion or incorporation by reference in the Proxy Statement will, at the time the Proxy Statement is mailed to the stockholders shareholders of the Company or at the time of the Company Stockholders' Shareholders’ 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. Notwithstanding the foregoing, Parent makes no representation or warranty with respect to any information supplied by the Company that is contained in the foregoing documents.
Appears in 1 contract
Samples: Merger Agreement (Safenet Inc)
Information to be Supplied. None of the information supplied or to be supplied by or on behalf of Parent the Company for inclusion or incorporation by reference in the Registration Statement will, at the time the Registration Statement is filed with the SEC or becomes effective under the Securities Act, 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. None of the information supplied or to be supplied by or on behalf of Parent the Company for inclusion or incorporation by reference in the Proxy Statement will, at the time the Proxy Statement is mailed to the stockholders shareholders of the Company or at the time of the Company Stockholders' Shareholders’ 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. The Proxy Statement will comply as to form in all material respects with the provisions of the Exchange Act and the rules and regulations promulgated by the SEC thereunder. Notwithstanding the foregoing, Parent the Company makes no representation or warranty with respect to any information supplied by the Company Parent or Merger Sub that is contained in the foregoing documents.
Appears in 1 contract
Samples: Merger Agreement (Safenet Inc)
Information to be Supplied. None of the information supplied or to be supplied by or on behalf of Parent specifically for inclusion or incorporation by reference in (i) the Registration Statement will, at the time the Registration Statement is filed with the SEC or becomes effective under the Securities Act, 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, therein not misleading. None of the information supplied , or to be supplied by or on behalf of Parent for inclusion or incorporation by reference in (ii) the Proxy Statement will, at the time the Proxy Statement date it is first mailed to the stockholders of the Company Company’s shareholders or at the time of the Company Stockholders' Shareholder 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. Notwithstanding The Registration Statement will comply as to form in all material respects with the foregoingrequirements of the Securities Act and the Exchange Act and the rules and regulations thereunder, Parent makes except that no representation or warranty is made by Parent with respect to any statements made or incorporated by reference therein or in the Listing Application based on information supplied by the Company that is contained specifically for inclusion or incorporation by reference in the foregoing documentsRegistration Statement or the Proxy Statement.
Appears in 1 contract