Common use of No U Clause in Contracts

No U. S. Underwriter or International Manager shall have discovered and disclosed to the Company on or prior to such Delivery Date that the Registration Statement or the Prospectus or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇, counsel for the U.S. Underwriters, is material or omits to state a fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading.

No U. S. Underwriter or International Manager shall have discovered and disclosed to the Company on or prior to such Delivery Date that the Registration Statement or the Prospectus or any amendment or supplement thereto contains an any untrue statement of a fact which, in the opinion of ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇, counsel for the U.S. Underwriters, is material or omits to state a any fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading.

No U. S. Underwriter or International Manager shall have discovered and disclosed to the Company on or prior to such Delivery Date that the Registration Statement Statement, any Rule 462(b) Registration Statement, or the Prospectus or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of ▇▇▇▇▇, ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇, LLP, counsel for the U.S. Underwriters, is material or omits to state a fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading.

No U. S. Underwriter or International Manager shall have discovered and disclosed to the Company on or prior to such Delivery Date that the Registration Statement Statement, any Rule 462(b) Registration Statement, or the Prospectus or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of ▇▇▇▇▇, ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇, LLP, counsel for the U.S. UnderwritersInternational Managers, is material or omits to state a fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading.

No U. S. Underwriter or International Manager shall have discovered and disclosed to the Company or the Selling Stockholder on or prior to such Delivery Date that any of the Registration Statement Statements or the Prospectus or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of ▇▇▇▇▇▇ ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇, U.S. counsel for the U.S. Underwriters, is material or omits to state a fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading.

No U. S. Underwriter or International Manager shall have discovered and disclosed to the Company or the Selling Stockholder on or prior to such Delivery Date that any of the Registration Statement Statements or the Prospectus or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of ▇▇▇▇▇▇ ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇, U.S. counsel for the U.S. UnderwritersInternational Managers, is material or omits to state a fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading.

No U. S. Underwriter or International Manager Underwriter shall have discovered and disclosed to the Company on or prior to such Delivery Date that either Registration Statement, the ADS Registration Statement or the Prospectus or any amendment or supplement thereto contains an contain any untrue statement of a fact which, in the opinion of ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇, counsel for to the U.S. UnderwritersInternational Managers and the International Managers, is material or omits to state a any fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading.

No U. S. Underwriter or International Manager shall have discovered and disclosed to the Company on or prior to such Delivery Date that the Registration Statement or the Prospectus or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of ▇▇▇▇▇▇ Shearman & ▇▇▇▇▇▇▇Sterling, counsel for the U.S. Underwriters, is material or omits to state a fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading.

No U. S. Underwriter or International Manager shall have discovered and disclosed to the Company on or prior to such Delivery Date that either of the Registration Statement Statements or the Prospectus or any amendment or supplement thereto contains an any untrue statement of a fact which, in the opinion of ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇, counsel for the U.S. UnderwritersUnderwriters and the International Managers, is material or omits to state a any fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make made the statements therein not misleading.

No U. S. Underwriter or International Manager shall have discovered after the date hereof and disclosed to the Company on or prior to such Delivery applicable Closing Date that the Registration Statement or the Prospectus Prospectuses or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of Simp▇▇▇ ▇▇▇▇▇▇▇ & ▇▇▇art▇▇▇▇, counsel ▇▇unsel for the U.S. Underwriters, is material or omits to state a fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading.

No U. S. Underwriter or International Manager shall have discovered and disclosed to the Company on or prior to such Delivery Date that the Registration Statement or the Prospectus or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ LLP, counsel for the U.S. Underwriters, is material or omits to state a fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading.

No U. S. Underwriter or International Manager shall have discovered and disclosed to the Company on or prior to such Delivery Date that either of the Registration Statement or the Prospectus or any amendment or supplement thereto contains an any untrue statement of a fact which, in the opinion of ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇, counsel for the U.S. UnderwritersInternational Managers, is material or omits to state a any fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading.

No U. S. Underwriter or International Manager shall have discovered and disclosed to the Company on or prior to such Delivery Date that the Registration Statement or the Prospectus or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of Hoga▇ & ▇▇▇art▇▇▇ & ▇.▇▇▇▇▇▇.P., counsel for the U.S. Underwriters, is material or omits to state a fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading.

No U. S. Underwriter or International Manager shall have discovered and disclosed to the Company on or prior to such Delivery Date that the Registration Statement or the Prospectus or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇, counsel for the U.S. Underwriters, is material or omits to state a fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading.

No U. S. Underwriter or International Manager shall have discovered and disclosed to the Company on or prior to such Delivery Date that the Registration Statement or the Prospectus or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ LLP, counsel for the U.S. Underwriters, is material or omits to state a fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading.

No U. S. Underwriter or International Manager Underwriter shall have discovered and disclosed to the Company on or prior to such Delivery Date that either Registration Statement, the ADS Registration Statement or the Prospectus or any amendment or supplement thereto contains an contain any untrue statement of a fact which, in the opinion of ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇, counsel for to the U.S. UnderwritersUnderwriters and the International Managers, is material or omits to state a any fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading.

No U. S. Underwriter or International Manager shall have discovered and disclosed to the Company on or prior to such Delivery Date that the Registration Statement or the Prospectus or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇, counsel for the U.S. UnderwritersInternational Managers, is material or omits to state a fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading.

No U. S. Underwriter or International Manager shall have discovered and disclosed to the Company on or prior to such Delivery Date that either of the Registration Statement Statements or the Prospectus or any amendment or supplement thereto contains an any untrue statement of a fact which, in the opinion of Simp▇▇▇ ▇▇▇▇▇▇▇ & ▇▇▇art▇▇▇▇, counsel ▇▇unsel for the U.S. Underwriters, is material or omits to state a any fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make made the statements therein not misleading.

No U. S. Underwriter or International Manager shall have discovered and disclosed to the Company on or prior to such Delivery Date that either of the Registration Statement Statements or the Prospectus or any amendment or supplement thereto contains an any untrue statement of a fact which, in the opinion of ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇, counsel for the U.S. Underwriters, is material or omits to state a any fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading.

No U. S. Underwriter or International Manager shall have discovered and disclosed to the Company on or prior to such Delivery Date that the Registration Statement or the Prospectus or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of ▇▇▇▇▇▇ ▇▇, Phleger & ▇▇▇▇▇▇▇▇ LLP, counsel for the U.S. Underwriters, is material or omits to state a fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading.

No U. S. Underwriter or International Manager shall have discovered and disclosed to the Company on or prior to such Delivery Date that either of the Registration Statement Statements or the Prospectus or any amendment or supplement thereto contains an any untrue statement of a fact which, in the opinion of ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇, counsel for the U.S. Underwriters, is material or omits to state a any fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make made the statements therein not misleading.