Common use of Proxy Statement; Other Information Clause in Contracts

Proxy Statement; Other Information. None of the information supplied by or on behalf of Parent, Merger Sub or any of their Affiliates for inclusion or incorporation by reference in the Proxy Statement will, at the time it is filed with the SEC, or at the time it is first 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 in the Proxy Statement or necessary in order to make the statements in the Proxy Statement, in light of the circumstances under which they were made, not misleading.

Proxy Statement; Other Information. None of the information supplied by or on behalf of Parent, Merger Sub or any of their Affiliates for inclusion or incorporation by reference in the Proxy Statement (the “Parent Information”) will, at the time it is filed with the SEC, or at the time it is first mailed to the stockholders of the Company or at the time of the Company Stockholders’ Stockholder Meeting, 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 in the Proxy Statementtherein, in light of the circumstances under which they were made, not misleading.

Proxy Statement; Other Information. None of the written information supplied provided by or on behalf of Parent, Merger Sub Parent or any of their Affiliates for inclusion or incorporation by reference its Subsidiaries to be included in the Proxy Statement will, at the time it is filed with the SECSEC in definitive form, or at the time it is first mailed to the stockholders of the Company or at the time of the Company Stockholders’ Stockholder Meeting, contain any untrue statement of a material fact or omit to state any material fact required to be stated in the Proxy Statement therein or necessary in order to make the statements in the Proxy Statementtherein, in light of the circumstances under which they were made, not misleading.

Proxy Statement; Other Information. None of the information supplied provided by Parent or on behalf of Parent, Merger Sub or any of their Affiliates for inclusion or incorporation by reference its Subsidiaries to be included in the Proxy Statement will, at the time it is filed with the SEC, or at the time it is first 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 in the Proxy Statement therein or necessary in order to make the statements in the Proxy Statementtherein, in light of the circumstances under which they were made, not misleading.

Proxy Statement; Other Information. None of the written information supplied provided by or on behalf of Parent, Merger Sub Parent or any of their Affiliates for inclusion or incorporation by reference its Subsidiaries to be included in the Proxy Statement will, at the time it is first filed with the SEC, or at the time it is first 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 in the Proxy Statement therein or necessary in order to make the statements in the Proxy Statementtherein, in light of the circumstances under which they were made, not misleading.

Proxy Statement; Other Information. None of the written information supplied provided by or on behalf of Parent, Merger Sub Parent or any of their Affiliates for inclusion or incorporation by reference its Subsidiaries to be included in the Proxy Statement will, at the time it is filed with the SECSEC in definitive form, or at the time it is first 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 in the Proxy Statement therein or necessary in order to make the statements in the Proxy Statementtherein, in light of the circumstances under which they were made, not misleading.

Proxy Statement; Other Information. None of the information supplied by or on behalf of Parent, Merger Sub or any of their Affiliates for inclusion or incorporation by reference in the Proxy Statement (the “Parent Information”) will, at the time it is filed with the SEC, or at the time it is first mailed to the stockholders of the Company or at the time of the Company Stockholders’ Stockholder Meeting, 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 therein, in the Proxy Statement, in light of the circumstances under which they were made, not misleading.

Proxy Statement; Other Information. None of the information supplied by or on behalf of Parent, Merger Sub or any of their Affiliates for inclusion or incorporation by reference in the Proxy Statement will, at the time it is filed with the SEC, or at the time it is first mailed to the stockholders shareholders of the Company or and 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 in the Proxy Statement therein or necessary in order to make the statements in the Proxy Statementtherein, in light of the circumstances under which they were made, not misleading.

Proxy Statement; Other Information. None of the information supplied provided by Parent or on behalf of Parent, Merger Sub or any of their Affiliates for inclusion or incorporation by reference its subsidiaries to be included in the Proxy Statement will, at the time it is filed with the SEC, or at the time it is first mailed to the stockholders of the Company mailing of the Proxy Statement or any amendment or supplement thereto, 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 in the Proxy Statement therein or necessary in order to make the statements in the Proxy Statementtherein, in light of the circumstances under which they were made, not misleading. Notwithstanding the foregoing, Parent and Merger Sub make no representation or warranty with respect to the information supplied by the Company or any of the Company Representatives that is contained or incorporated by reference in the Proxy Statement.

Proxy Statement; Other Information. None of the information supplied provided in writing by Parent or on behalf of Parent, Merger Sub or any of their its Affiliates to the Company specifically for inclusion or incorporation by reference in the Proxy Statement will, at the time it is filed with the SEC, or at the time it is first mailed to the stockholders of the Company or at the time of the Company Stockholders’ Meeting, or at the time of any amendments or supplements thereto, contain any untrue statement of a material fact or omit to state any material fact required to be stated in the Proxy Statement therein or necessary in order to make the statements in the Proxy Statementtherein, in light of the circumstances under which they were made, not misleading.

Proxy Statement; Other Information. None of the information supplied by or on behalf of Parent, Merger Sub or any of their Affiliates specifically for inclusion or incorporation by reference in the Proxy Statement will, at the time it is filed with the SEC, or at the time it is first 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 in the Proxy Statement therein or necessary in order to make the statements in the Proxy Statementtherein, in light of the circumstances under which they were made, not misleading.

Proxy Statement; Other Information. None of the information supplied by or on behalf of Parent, Merger Sub or any of their Affiliates for inclusion or incorporation by reference in the Proxy Statement will, at the time it is filed with the SEC, or at the time it is first mailed to the stockholders of the Company or at the time of the Company Stockholders’ Stockholder Meeting, 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 in the Proxy Statementtherein, in light of the circumstances under which they were made, not misleading.

Proxy Statement; Other Information. None of the written information supplied by or on behalf of Parent, Merger Sub or any of their Affiliates specifically for inclusion or incorporation by reference in the Proxy Statement will, at the time it the Proxy Statement is filed with the SEC, or at the time it is first 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 in the Proxy Statement therein or necessary in order to make the statements in the Proxy Statementtherein, in light of the circumstances under which they were made, not misleading.

Proxy Statement; Other Information. None of the information supplied provided by Parent or on behalf of Parent, Merger Sub its Subsidiaries or any of their Affiliates in writing specifically for inclusion or incorporation by reference in the Proxy Statement will, at the time it is filed with the SEC, or at the time it is first mailed distributed to the stockholders of the Company or at the time of the Company Stockholders’ MeetingStockholders Meeting (or any adjournment or postponement thereof), contain any untrue statement of a material fact or omit to state any material fact required to be stated in the Proxy Statement therein or necessary in order to make the statements in the Proxy Statementtherein, in light of the circumstances under which they were made, not misleading.

Proxy Statement; Other Information. None of the information supplied provided by Parent or on behalf of Parent, Merger Sub its Subsidiaries or any of their Affiliates for inclusion or incorporation by reference to be included in the Proxy Statement will, at the time it is filed with the SEC, or at the time it is first 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 in the Proxy Statement therein or necessary in order to make the statements in the Proxy Statementtherein, in light of the circumstances under which they were made, not misleading.

Proxy Statement; Other Information. None of the information supplied provided by Parent or on behalf of Parent, Merger Sub or any of their Affiliates for inclusion or incorporation by reference in the Proxy Statement will, at the time it is filed with the SEC, or SEC and at the time it is first 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 in the Proxy Statement therein or necessary in order to make the statements in the Proxy Statementtherein, in light of the circumstances under which they were made, not misleading.