Common use of No Material Misstatement or Omission Clause in Contracts

No Material Misstatement or Omission. No statement of fact ------------------------------------ made by or on behalf of the Company or any of its Subsidiaries in this Agreement or in any certificate, schedule or exhibit furnished to Parent pursuant hereto, or otherwise delivered by the Company or any of its Subsidiaries to Parent contains any untrue statement of a material fact or omits to state any material fact necessary to make the statements contained therein or herein, under the circumstances in which they were made, not misleading. There is no fact relating to the Company or any of its Subsidiaries, or the properties, business, operations, assets, liabilities, profits, or condition (financial or otherwise) of the Company or any of its Subsidiaries, presently known to the Company which has not been disclosed to the Parent and which materially adversely affects or in the future is reasonably likely to materially adversely affect the properties, business, operations, assets, liabilities or profits, condition (financial or otherwise) or prospects of the Company and its Subsidiaries, taken as a whole.

No Material Misstatement or Omission. No statement of fact made ------------------------------------ made by or on behalf of the Company or any of its Subsidiaries in this Agreement or in any certificate, schedule or exhibit furnished to Parent pursuant hereto, or otherwise delivered by the Company or any of its Subsidiaries to Parent contains any untrue statement of a material fact or omits to state any material fact necessary to make the statements contained therein or herein, under the circumstances in which they were made, herein not misleading. There is no fact relating to the Company or any of its Subsidiaries, or the properties, business, property operations, assets, liabilities, profits, or condition (financial or otherwise) of the Company or any of its Subsidiaries, presently known to the Company which has not been disclosed to the Parent and which materially adversely affects or in the future is reasonably likely to materially adversely affect the propertiesassets, liabilities, property, business, operations, assets, liabilities or profits, condition (financial or otherwise) or prospects of the Company and its Subsidiaries, taken as a whole.

No Material Misstatement or Omission. No statement of fact made ------------------------------------ made by or on behalf of the Company or any of its Subsidiaries in this Agreement or in any certificate, schedule Schedule or exhibit Exhibit furnished to Parent pursuant hereto, or otherwise delivered by the Company or any of its Subsidiaries to Parent contains any untrue statement of a material fact or omits to state any material fact necessary to make the statements contained therein or herein, under the circumstances in which they were made, herein not misleading. There is no fact relating to the Company or any of its Subsidiaries, or the propertiesbusiness, businessproperty, operations, assets, liabilities, profits, or condition (financial or otherwise) of the Company or any of its Subsidiaries, presently known to the Company which has not been disclosed to the Parent and which materially adversely affects or in the future is reasonably likely to materially adversely affect the propertiesassets, liabilities, property, business, operations, assets, liabilities or profits, condition (financial or otherwise) or prospects of the Company and its Subsidiaries, taken as a whole.

No Material Misstatement or Omission. No statement of fact ------------------------------------ made by or on behalf of the Company or any of its Subsidiaries in this Agreement or in any certificate, schedule or exhibit furnished to Parent pursuant hereto, or otherwise delivered by the Company or any of its Subsidiaries to Parent contains any untrue statement of a material fact or omits to state any material fact necessary to make the statements contained therein or herein, under the circumstances in which they were made, herein not misleading. There is no fact relating to the Company or any of its Subsidiaries, or the properties, business, property operations, assets, liabilities, profits, or condition (financial or otherwise) of the Company or any of its Subsidiaries, presently known to the Company which has not been disclosed to the Parent and which materially adversely affects or in the future is reasonably likely to materially adversely affect the propertiesassets, liabilities, property, business, operations, assets, liabilities or profits, condition (financial or otherwise) or prospects of the Company and its Subsidiaries, taken as a whole.

No Material Misstatement or Omission. No Except as set forth in ------------------------------------ SCHEDULE 2.27, no statement of fact ------------------------------------ made by or on behalf of the Company or any of its Subsidiaries in this Agreement or in any certificate, schedule or exhibit furnished to Parent pursuant hereto, or otherwise delivered by the Company or any of its Subsidiaries to Parent contains any untrue statement of a material fact or omits to state any material fact necessary to make the statements contained therein or herein, under the circumstances in which they were made, herein not misleading. There is no fact relating to the Company or any of its Subsidiaries, or the properties, business, property operations, assets, liabilities, profits, or condition (financial or otherwise) of the Company or any of its Subsidiaries, presently known to the Company which has not been disclosed to the Parent and which materially adversely affects or in the future is reasonably likely to materially adversely affect the propertiesassets, liabilities, property, business, operations, assets, liabilities or profits, condition (financial or otherwise) or prospects of the Company and its Subsidiaries, taken as a whole.