Common use of Information Statements Clause in Contracts

Information Statements. (a) The Company shall give Purchaser and its counsel the opportunity to review the information statements to be disseminated to stockholders of the Company in connection with the Distributions (the "Information Statements") prior to its being filed with the SEC and shall give Purchaser and its counsel the opportunity to review all amendments and supplements to the Information Statements and all responses to requests for additional information and replies to comments prior to their being filed with, or sent to, the SEC. The Company shall notify Purchaser of the receipt of any comments from the SEC or its staff and of any request by the SEC or its staff for amendments or supplements to the Information Statements or for additional information and shall supply Purchaser and its counsel with copies of all correspondence between the Company or any of its representatives, on the one hand, and the SEC or its staff, on the other hand, with respect to the Information Statements. If at any time prior to completion of the Distributions there shall occur any event that should be set forth in an amendment or supplement to the Information Statement, the Company will prepare and file with the SEC and disseminate to its stockholders such an amendment or supplement. B-25 (b) The Information Statements will not, on the date filed with the SEC and as of the date first disseminated to the Company's stockholders, 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 is made by the Company with respect to statements made therein based on information concerning Purchaser or its Affiliates supplied in writing by Purchaser or any of its Affiliates specifically for inclusion in the Information Statements. The Information Statements will comply as to form in all material respects with the provisions of the Exchange Act and the rules and regulations thereunder. SECTION

Information Statements. (a) The Company shall give Purchaser and its counsel the opportunity to review the information statements to be disseminated to stockholders of the Company in connection with the Distributions (the "Information Statements") prior to its being filed with the SEC and shall give Purchaser and its counsel the opportunity to review all amendments and supplements to the Information Statements and all responses to requests for additional information and replies to comments prior to their being filed with, or sent to, the SEC. The Company shall notify Purchaser of the receipt of any comments from the SEC or its staff and of any request by the SEC or its staff for amendments or supplements to the Information Statements or for additional information and shall supply Purchaser and its counsel with copies of all correspondence between the Company or any of its representatives, on the one hand, and the SEC or its staff, on the other hand, with respect to the Information Statements. If at any time prior to completion of the Distributions there shall occur any event that should be set forth in an amendment or supplement to the Information Statement, the Company will prepare and file with the SEC and disseminate to its stockholders such an amendment or supplement. B-25. (b) The Information Statements will not, on the date filed with the SEC and as of the date first disseminated to the Company's stockholders, 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 is made by the Company with respect to statements made therein based on information concerning Purchaser or its Affiliates supplied in writing by Purchaser or any of its Affiliates specifically for inclusion in the Information Statements. The Information Statements will comply as to form in all material respects with the provisions of the Exchange Act and the rules and regulations thereunder. SECTION.