Common use of Materials Made Available Clause in Contracts

Materials Made Available. None of (a) the Offering Memorandum and other documents and written materials made available by Venaxis or its Representatives to Subscriber in accordance with Section 2.01 (which shall include the Securities Filings) or (b) the information supplied or to be supplied by or on behalf of Venaxis specifically for inclusion or incorporation by reference in (i) the Venaxis Proxy Statement to be filed with the SEC by Venaxis in connection with the transactions contemplated by this Agreement, at the time the Venaxis Proxy Statement is first mailed to the Venaxis shareholders and, including any amendments or supplements that may be filed, at the time of the Venaxis Shareholders' Meeting, does or will 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 light of the circumstances under which they are made, not misleading, except that no representation or warranty is made by Venaxis with respect to statements made or incorporated by reference therein based on information supplied by or on behalf of Strand specifically for inclusion or incorporation by reference in the Venaxis Proxy Statement. The Venaxis Proxy Statement will comply as to form in all material respects with the requirements of the Exchange Act, and will not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements contained therein, and in light of the circumstances under which they are made, not misleading.

Materials Made Available. None of (a) the Offering Memorandum and other documents and written materials made available by Venaxis or its Representatives to Subscriber Biomark in accordance with Section 2.01 (which shall include the Securities Filings) or (b) the information supplied or to be supplied by or on behalf of Venaxis specifically for inclusion or incorporation by reference in (i) the Venaxis Proxy Statement to be filed with the SEC by Venaxis in connection with the transactions contemplated by this Agreement, at the time the Venaxis Proxy Statement is first mailed to the Venaxis shareholders and, including any amendments or supplements that may be filed, at the time of the Venaxis Shareholders' Meeting, does or will 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 light of the circumstances under which they are made, not misleading, except that no representation or warranty is made by Venaxis with respect to statements made or incorporated by reference therein based on information supplied by or on behalf of Strand specifically for inclusion or incorporation by reference in the Venaxis Proxy Statement. The Venaxis Proxy Statement will comply as to form in all material respects with the requirements of the Exchange Act, and will not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements contained therein, and in light of the circumstances under which they are made, not misleading.