Common use of Information in Proxy Statement Clause in Contracts

Information in Proxy Statement. The proxy statement relating to the Special Meeting (such proxy statement, as amended or supplemented from time to time, the “Proxy Statement”) will not, at the date it is first mailed to the Company’s stockholders, at the time of the Special Meeting or at the time of any amendment or supplement thereof, 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 are made, not misleading. The Proxy Statement will comply as to form in all material respects with the requirements of the Exchange Act and the rules and regulations thereunder. Notwithstanding anything to the contrary in this Section 3.10, no representation or warranty is made by the Company with respect to information contained or incorporated by reference in the Proxy Statement supplied by or on behalf of Parent or Merger Sub specifically for inclusion or incorporation by reference in the Proxy Statement.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (MTC Technologies Inc), Agreement and Plan of Merger (Bae Systems PLC), Agreement and Plan of Merger (BAE Systems, Inc.)

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Information in Proxy Statement. The proxy statement relating to the Special Meeting (such proxy statement, as amended or supplemented from time to time, the “Proxy Statement”) will not, at the date it is first mailed to the Company’s stockholders, shareholders and at the time of the Special Meeting or at the time of any amendment or supplement thereofMeeting, 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 are made, not misleading. The Proxy Statement will comply as to form in all material respects with the requirements of the Exchange Act and the rules and regulations thereunder. Notwithstanding anything to the contrary in this Section 3.10, no representation or warranty is made by the Company with respect to information contained or incorporated by reference in the Proxy Statement supplied by or on behalf of Parent or Merger Sub specifically for inclusion or incorporation by reference in the Proxy Statement.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (LUBRIZOL Corp), Agreement and Plan of Merger (Precision Castparts Corp), Agreement and Plan of Merger (Berkshire Hathaway Inc)

Information in Proxy Statement. The proxy statement relating to the Special Meeting (such proxy statement, as amended or supplemented from time to time, the “Proxy Statement”) will not, at the date it is first mailed to the Company’s stockholders, stockholders and at the time of the Special Meeting or at the time of any amendment or supplement thereofMeeting, 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 are made, not misleading. The Proxy Statement will comply as to form in all material respects with the requirements of the Exchange Act and the rules and regulations thereunder. Notwithstanding anything to the contrary in this Section 3.10, no representation or warranty is made by the Company with respect to information contained or incorporated by reference in the Proxy Statement supplied by or on behalf of Parent or Merger Sub specifically for inclusion or incorporation by reference in the Proxy Statement.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Alleghany Corp /De), Agreement and Plan of Merger, Agreement and Plan of Merger (EF Johnson Technologies, Inc.)

Information in Proxy Statement. The proxy statement relating to the Special Meeting (such proxy statement, as amended or supplemented from time to time, the “Proxy Statement”) will not, at the date it is first mailed to the Company’s stockholders, shareholders or at the time of the Special Meeting or at the time of any amendment or supplement thereofMeeting, 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 are made, not misleading. The Proxy Statement will comply as to form in all material respects with the requirements of the Exchange Act and the rules and regulations thereunder. Notwithstanding anything to the contrary in this Section 3.10, except that no representation or warranty is made by the Company with respect to information contained statements made or incorporated by reference in the Proxy Statement therein based on information supplied by or on behalf of Parent or Merger Sub specifically for inclusion or incorporation by reference in the Proxy Statement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (United Technologies Corp /De/), Agreement and Plan of Merger (Goodrich Corp)

Information in Proxy Statement. The proxy statement relating to the Special Meeting (such proxy statement, as amended or supplemented from time to time, and together with any schedules required to be filed with the SEC in connection therewith, the “Proxy Statement”) will not, at the date it is first mailed to the Company’s stockholders, shareholders and at the time of the Special Meeting or and at the time of any amendment or supplement thereof, 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 are made, not misleading. The Proxy Statement will comply as to form in all material respects with the requirements of the Exchange Act and the rules and regulations thereunder. Notwithstanding anything to the contrary in this Section 3.10, no representation or warranty is made by the Company with respect to information contained or incorporated by reference in the Proxy Statement supplied by or on behalf of Parent or Merger Sub specifically for inclusion or incorporation by reference in the Proxy Statement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Goodman Networks Inc), Agreement and Plan of Merger (Multiband Corp)

Information in Proxy Statement. The proxy statement relating to the Special Meeting (such proxy statement, as amended or supplemented from time to time, the “Proxy Statement”) will not, at the date it is first mailed to the Company’s stockholders, stockholders or at the time of the Special Meeting or at the time of any amendment or supplement thereofMeeting, 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 are made, not misleading. The Proxy Statement will comply as to form in all material respects with the requirements of the Exchange Act and the rules and regulations thereunder. Notwithstanding anything to the contrary in this Section 3.10, except that no representation or warranty is made by the Company with respect to information contained statements made or incorporated by reference in the Proxy Statement therein based on information supplied by or on behalf of Parent or Merger Sub specifically for inclusion or incorporation by reference in the Proxy Statement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Westlake Chemical Corp), Agreement and Plan of Merger (Axiall Corp/De/)

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Information in Proxy Statement. The proxy statement relating to the Special Meeting (such proxy statement, as amended or supplemented from time to time, and together with any schedules required to be filed with the SEC in connection therewith, the “Proxy Statement”) will not, at the date it is first mailed to the Company’s stockholders, stockholders and at the time of the Special Meeting or and at the time of any amendment or supplement thereof, 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 are made, not misleading. Notwithstanding the foregoing, no representation or warranty is made by the Company with respect to the information supplied by Parent, Merger Sub or their Representatives for inclusion in the Proxy Statement. The Proxy Statement will comply as to form in all material respects with the requirements of the Exchange Act and the rules and regulations thereunder. Notwithstanding anything to the contrary in this Section 3.10, no representation or warranty is made by the Company with respect to information contained or incorporated by reference in the Proxy Statement supplied by or on behalf of Parent or Merger Sub specifically for inclusion or incorporation by reference in the Proxy Statement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Meade Instruments Corp), Agreement and Plan of Merger (Meade Instruments Corp)

Information in Proxy Statement. The proxy statement relating Subject to the Special Meeting accuracy of the representations and warranties of Parent and Merger Sub set forth in Section 4.4, none of the information supplied (such proxy statementor to be supplied) in writing by or on behalf of the Company for inclusion or incorporation by reference in the Proxy Statement will, as amended or supplemented from time to time, the “Proxy Statement”) will not, at on the date it is first mailed to shareholders of the Company’s stockholders, Company and at the time of the Special Meeting or at the time of any amendment or supplement thereofCompany Shareholders 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 therein, in the Proxy Statement, in 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 applicable requirements of the Exchange Act and the rules and regulations thereunderAct. Notwithstanding anything to the contrary in this Section 3.10foregoing, the Company makes no representation or warranty is made by the Company with respect to information contained or incorporated by reference in the Proxy Statement supplied by or on behalf of Parent or Merger Sub specifically for inclusion or incorporation by reference in the Proxy Statement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Lufkin Industries Inc)

Information in Proxy Statement. The proxy statement relating to the Special Meeting (such proxy statement, as amended or supplemented from time to time, the “Proxy Statement”) will not, at the date it is first mailed to the Company’s stockholders, shareholders or at the time of the Special Meeting or at the time of any amendment or supplement thereof, contain (by incorporation or otherwise) 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 are made, not misleading. The Proxy Statement will comply as to form in all material respects with the requirements of the Exchange Act and the rules and regulations thereunder. Notwithstanding anything to the contrary in this Section 3.10, except that no representation or warranty is made by the Company with respect to information contained statements made or incorporated by reference in the Proxy Statement therein based on information supplied by or on behalf of Parent or Merger Sub specifically for inclusion or incorporation by reference in the Proxy Statement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Associated Estates Realty Corp)

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