Common use of Proxy Statements Complete Clause in Contracts

Proxy Statements Complete. None of the statements made or furnished ------------------------- by KnowledgeWell in or in connection with documents mailed or delivered to the shareholders of CBT in connection with soliciting their approval of this Agreement (it being acknowledged that KnowledgeWell shall have the opportunity to review and comment on such documents prior to any such mailing or delivering), contains or will contain at the date of such mailing or delivery or the date of the CBT shareholder vote, any untrue statement of a material fact, or omits or will omit at the date of such mailing or delivery or the date of the CBT shareholder vote to state any material fact necessary in order to make the statements contained therein, in the light of the circumstances under which they were made, not misleading.

Proxy Statements Complete. None of the statements made or furnished ------------------------- by KnowledgeWell in or in connection with documents mailed or delivered to the shareholders of CBT in connection with soliciting their approval of this Agreement (it being acknowledged that KnowledgeWell shall have the opportunity to review and comment on such documents prior to any such mailing or delivering), contains or will contain at the date of such mailing or delivery or the date of the CBT shareholder vote, any untrue statement of a material fact, or omits or will omit at the date of such mailing or delivery or the date of the CBT shareholder vote to state any material fact necessary in order to make the statements contained therein, in the light of the circumstances under which they were made, not misleading.