Common use of Ongoing Compliance of the Time of Sale Information and Final Offering Memorandum Clause in Contracts

Ongoing Compliance of the Time of Sale Information and Final Offering Memorandum. The Initial Purchasers shall not have discovered and disclosed to the Company (1) on or prior to the Closing Date that any of the Time of Sale Information contains an untrue statement of fact which, in the opinion of counsel for the Initial Purchasers, is material or omits to state any fact which, in the opinion of such counsel, is material and is necessary to make the statements therein not misleading and (2) on or prior to the Closing Date that the Final Offering Memorandum (and any amendments or supplements thereto) contains an untrue statement of fact which, in the opinion of counsel for the Initial Purchasers, is material or omits to state any fact which, in the opinion of such counsel, is material and necessary to make the statements therein not misleading.

Ongoing Compliance of the Time of Sale Information and Final Offering Memorandum. The Initial Purchasers Purchaser shall not have discovered and disclosed to the Company (1) on or prior to the Closing Date that any of the Time of Sale Information contains an untrue statement of fact which, in the opinion of counsel for the Initial PurchasersPurchaser, is material or omits to state any fact which, in the opinion of such counsel, is material and is necessary to make the statements therein not misleading and (2) on or prior to the Closing Date that the Final Offering Memorandum (and any amendments or supplements thereto) contains an untrue statement of fact which, in the opinion of counsel for the Initial PurchasersPurchaser, is material or omits to state any fact which, in the opinion of such counsel, is material and necessary to make the statements therein not misleading.