Common use of Proxy Statement; Other Information Clause in Contracts

Proxy Statement; Other Information. None of the information supplied or to be supplied by Parent or Merger Sub for inclusion or incorporation by reference in the Proxy Statement will, at the date that the Proxy Statement or any amendment or supplement thereto is mailed to holders of Shares and at the time of the Company Meeting, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they are made, not misleading (except that no representation or warranty is made by Parent or Merger Sub to such portions thereof that relate expressly to the Company or any of its Subsidiaries or to statements made therein based on information supplied by or on behalf of Company for inclusion or incorporation by reference therein).

Proxy Statement; Other Information. None of the written information supplied provided by or on behalf of Parent or its Subsidiaries to be supplied by Parent or Merger Sub for inclusion or incorporation by reference included in the Proxy Statement will, at the date that time it is filed with the Proxy Statement SEC in definitive form, or any amendment or supplement thereto at the time it is first mailed to holders the stockholders of Shares and the Company or at the time of the Company Stockholder Meeting, contain any untrue statement of a material fact or omit to state a any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they are were made, not misleading (except that misleading. Notwithstanding the foregoing, no representation or warranty is made by Parent or Merger Sub to such portions thereof that relate expressly to the Company or any of its Subsidiaries or with respect to statements made therein based on information or incorporated by reference in the Proxy Statement that were not supplied in writing by or on behalf of Company Parent or its Subsidiaries for inclusion or incorporation by reference use therein).

Proxy Statement; Other Information. None of the information supplied by or to be supplied by on behalf of Parent or Merger Sub concerning Parent or Merger Sub for inclusion or incorporation by reference in the Proxy Statement (the “Parent Information”) will, at the date that time it is filed with the Proxy Statement SEC, or any amendment or supplement thereto at the time it is first mailed to holders the shareholders of Shares and the Company or at the time of the Company Shareholder Meeting, contain any untrue statement of a material fact or omit to state a 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 were made, not misleading (except misleading; provided that no representation or warranty is made by Parent or Merger Sub with respect to such portions thereof that relate expressly statements made in the Proxy Statement based on information supplied, or required to be supplied, by or on behalf of the Company or any of its Subsidiaries or to statements made therein based on information supplied by or on behalf of Company Affiliates for inclusion or incorporation by reference therein).

Proxy Statement; Other Information. None of the written information supplied provided by or on behalf of Parent or its Subsidiaries to be supplied by Parent or Merger Sub for inclusion or incorporation by reference included in the Proxy Statement will, at the date that time it is filed with the Proxy Statement SEC in definitive form, or any amendment or supplement thereto at the time it is first mailed to holders the shareholders of Shares and the Company or at the time of the Company Shareholders Meeting, contain any untrue statement of a material fact or omit to state a any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they are were made, not misleading (except that misleading. For the avoidance of doubt, no representation or warranty is made by Parent or Merger Sub to such portions thereof that relate expressly to the Company or any of its Subsidiaries or with respect to statements made therein based on information or incorporated by reference in the Proxy Statement that were not supplied in writing by or on behalf of Company Parent or its Subsidiaries for inclusion or incorporation by reference use therein).

Proxy Statement; Other Information. None of the information supplied or to be supplied by Parent or Merger Sub for inclusion or incorporation by reference in the Proxy Statement will, at the date that the Proxy Statement or any amendment or supplement thereto is mailed to holders of Shares and at the time of the Company Meeting, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under in which they are made, not misleading (except that no representation or warranty is made by Parent or Merger Sub to such portions thereof that relate expressly to the Company or any of its Subsidiaries or to statements made therein based on information supplied by or on behalf of Company for inclusion or incorporation by reference therein).

Proxy Statement; Other Information. None of the information supplied or to be supplied by Parent or Merger Sub for inclusion or incorporation by reference in the Proxy Statement will, at the time that the Proxy Statement or any amendment or supplement thereto is filed with the SEC, at the date that the Proxy Statement or any amendment or supplement thereto is mailed to holders of Shares and at the time of the Company MeetingMeeting (as applicable), contain any untrue statement of a material fact or omit to state a any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under in which they are made, not misleading (except that no representation or warranty is made by Parent or Merger Sub to such portions thereof that relate expressly to the Company or any of its Subsidiaries or to statements made or incorporated by reference therein based on information supplied by or on behalf of Company for inclusion or incorporation by reference thereininclusion).