Common use of Reports and Financial Statements Clause in Contracts

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has filed or furnished all forms, documents and reports required to be filed or furnished prior to the date hereof by it with the U.S. Securities and Exchange Commission (the “SEC”) since January 1, 2012 (all such documents and reports filed or furnished by the Company or any of its Subsidiaries, the “Company SEC Documents”). As of their respective dates or, if amended, as of the date of the last such amendment, the Company SEC Documents complied in all material respects with the requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”), as the case may be, and the applicable rules and regulations promulgated thereunder, and none of the Company SEC Documents at the time they were filed or furnished contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None of the Company’s Subsidiaries is, or at any time since January 1, 2012 has been, required to file any forms, reports or other documents with the SEC.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has filed or furnished all forms, reports, statements, certifications and other documents (including all exhibits, amendments and reports supplements thereto) required to be filed or furnished prior to the date hereof by it with the U.S. Securities and Exchange Commission (the “SEC”) SEC since January 1October 14, 2012 2016 (all such forms, reports, statements, certificates and other documents and reports filed with or furnished by to the Company or SEC since October 14, 2016, with any of its Subsidiariesamendments thereto, collectively, the “Company SEC DocumentsReports”). As , each of their respective dates orwhich, if amendedincluding any financial statements or schedules included therein, as of finally amended prior to the date of the last such amendmenthereof, the Company SEC Documents complied as to form in all material respects with the applicable requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”), as the case may be, and the applicable rules and regulations of the SEC promulgated thereunder, and none . None of the Company’s Subsidiaries is required to file periodic reports with the SEC. None of the Company SEC Documents at Reports contained, when filed with the time they were filed or furnished contained SEC or, if amended, as of the date of the last amendment prior to the date of this Agreement, any untrue statement of a material fact or omitted to state any a material fact required to be stated or incorporated by reference therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. None of the Company’s Subsidiaries is, or at any time since January 1, 2012 has been, required to file any forms, reports or other documents with the SEC.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has filed or furnished all forms, documents and reports required to be filed or furnished prior to the date hereof by it with the U.S. Securities and Exchange Commission (the “SEC”) since January 1, 2012 2011 (all such documents and reports filed or furnished by the Company or any of its Subsidiaries, the “Company SEC Documents”). As of their respective dates or, if amended, as of the date of the last such amendment, the Company SEC Documents complied in all material respects with the requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 and the applicable rules and regulations promulgated thereunder (the “Xxxxxxxx-Xxxxx Act”), as the case may be, and the applicable rules and regulations promulgated thereunder, and none of the Company SEC Documents at the time they were filed or furnished contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None , except that information set forth in the Company SEC Documents as of a later date (but before the Company’s Subsidiaries is, or at any time since January 1, 2012 has been, required date of this Agreement) will be deemed to file any forms, reports or other documents with the SECmodify information as of an earlier date.

Reports and Financial Statements. (a) The Company Parent and each of its Subsidiaries has timely filed or furnished all forms, schedules, statements, documents and reports (including exhibits and all other information incorporated therein) required to be filed or furnished prior to the date hereof by it with or to the U.S. Securities and Exchange Commission (the “SEC”) SEC since January 1, 2012 2014 (all such forms, schedules, statements, documents and reports filed or furnished by the Company Parent or any of its Subsidiaries, the “Company Parent SEC Documents”)) and has timely paid all fees due in connection therewith. As of their respective dates or, if amended, as of the date of the last such amendmentamendment (and, in the case of registration statements and proxy statements, on the dates of effectiveness and the dates of the relevant meetings, respectively), the Company Parent SEC Documents complied in all material respects with the requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”), as the case may be, and the applicable rules and regulations promulgated thereunder, and none of the Company Parent SEC Documents at the time they were filed or furnished contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None of the Company’s Subsidiaries is, or at any time since Since January 1, 2012 2014, no executive officer of Parent has beenfailed in any respect to make the certifications required of him or her under Section 302 or 906 of the Xxxxxxxx-Xxxxx Act. As of the date of this Agreement, required there are no outstanding or unresolved comments in any comment letters of the staff of the SEC received by Parent relating to file any forms, reports or other documents with the SECParent SEC Documents.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has filed or furnished all registration statements, proxy statements, forms, documents and reports required to be filed or furnished prior to the date hereof by it with the U.S. Securities and Exchange Commission (the “SEC”) SEC on a timely basis since January October 1, 2012 (all such together with any documents and reports so filed or furnished by the Company or any of its Subsidiariesduring such period on a voluntary basis, in each case as may have been amended since their filing, the “Company SEC Documents”). As Each of their respective dates or, if amended, as of the date of the last such amendment, the Company SEC Documents complied as to form in all material respects with the applicable requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”), as the case may be, and the applicable rules and regulations promulgated thereunder. As of the date filed or furnished with the SEC, and none of the Company SEC Documents at the time they were filed or furnished (including information incorporated by reference) contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None of The Company has made available to Parent all correspondence with the Company’s Subsidiaries is, or at any time SEC since January October 1, 2012 has beenand, required as of the date of this Agreement, there are no outstanding or unresolved comments from the SEC with respect to file any forms, reports or other documents with of the SECCompany SEC Documents.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has filed or furnished all forms, documents and reports required to be filed or furnished prior to the date hereof by it with the U.S. Securities and Exchange Commission (the “SEC”) since January 1, 2012 (all such documents and reports filed or furnished by the Company or any of its Subsidiaries, the “Company SEC Documents”). As of their respective dates or, if amended, as of the date of the last such amendment, the Company SEC Documents complied in all material respects with the requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 (( the “Xxxxxxxx-Xxxxx Act”), as the case may be, and the applicable rules and regulations promulgated thereunder, and none of the Company SEC Documents at the time they were filed or furnished contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None of the Company’s Subsidiaries is, or at any time since January 1, 2012 has been, required to file any forms, reports or other documents with the SEC.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has filed or furnished all forms, documents and reports required to be filed or furnished prior to the date hereof by it with the U.S. Securities and Exchange Commission (the “SEC”) since January 1, 2012 2011 (all such documents and reports filed or furnished by the Company or any of its Subsidiaries, the “Company SEC Documents”). As of their respective dates or, if amended, as of the date of the last such amendment, the Company SEC Documents complied in all material respects with the requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”), as the case may be, and the applicable rules and regulations promulgated thereunder, and none of the Company SEC Documents at the time they were filed or furnished contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None , except that information set forth in the Company SEC Documents as of a later date (but before the Company’s Subsidiaries is, or at any time since January 1, 2012 has been, required date of this Agreement) will be deemed to file any forms, reports or other documents with the SECmodify information as of an earlier date.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has have timely filed or furnished all forms, schedules, statements, documents and reports (including exhibits and all other information incorporated therein) required to be filed or furnished prior to the date hereof by it with or to the U.S. Securities and Exchange Commission (the “SEC”) SEC since January 1, 2012 2014 (all such forms, schedules, statements, documents and reports filed or furnished by the Company or any of its Subsidiaries, including documents and reports filed or furnished after the date of this Agreement, the “Company SEC Documents”)) and has timely paid all fees due in connection therewith. As of their respective dates or, if amended, as of the date of the last such amendmentamendment (and, in the case of registration statements and proxy statements, on the dates of effectiveness and the dates of the relevant meetings, respectively), the Company SEC Documents complied in all material respects with the requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 2002, as amended, and the rules and regulations promulgated thereunder (the “Xxxxxxxx-Xxxxx Act”), as the case may be, and the applicable rules and regulations promulgated thereunder, and none of the Company SEC Documents at the time they were filed or furnished contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None of the Company’s Subsidiaries is, or at any time since Since January 1, 2012 2014, no executive officer of the Company has beenfailed in any respect to make the certifications required of him or her under Section 302 or 906 of the Xxxxxxxx-Xxxxx Act. As of the date of this Agreement, required there are no outstanding or unresolved comments in any comment letters of the staff of the SEC received by the Company relating to file any forms, reports or other documents with the SECCompany SEC Documents.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has timely filed or furnished all forms, documents and reports required to be filed or furnished prior to the date hereof by it with the U.S. Securities and Exchange Commission (the “SEC”) SEC since January November 1, 2012 2014 (all such forms, documents and reports filed or furnished by the Company or any of its Subsidiariessince such date, the “Company SEC Documents”). As of their respective dates or, if amended, as of the date of the last such amendmentamendment (and, in the case of registration statements and proxy statements, on the dates of effectiveness and the dates of the relevant meetings, respectively), the Company SEC Documents complied in all material respects with the applicable requirements of the U.S. Securities Act of 1933, as amended (the “Securities Act”), the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”), as the case may be, and the applicable rules and regulations of the SEC promulgated thereunder, and none of the Company SEC Documents at the time they were filed or furnished Documents, contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None of the Company’s Subsidiaries is, or at any time since January November 1, 2012 2014 has been, required to file any forms, reports or other documents with the SEC.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has filed or furnished all forms, documents and reports required to be filed or furnished prior to the date hereof by it with the U.S. Securities and Exchange Commission (the “SEC”) since January 1, 2012 (” and all such forms, documents and reports filed or furnished by the Company or any of its Subsidiariesreports, the “Company SEC Documents”)) since January 1, 2018. As of their respective dates or, if amended, as of the date of the last such amendment, the Company SEC Documents complied in all material respects with the requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”), as the case may be, and the applicable rules and regulations promulgated thereunder, and none of the Company SEC Documents at the time they were filed or furnished contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not materially misleading. None of the Company’s Subsidiaries isare, or at any time since January 1, 2012 has 2018 have been, required to file any forms, reports or other documents with the SEC.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has filed or furnished all forms, documents and reports required to be filed or furnished prior to the date hereof by it with the U.S. Securities and Exchange Commission (the “SEC”) since January 1, 2012 2022 (all such documents and reports filed or furnished by the Company or any of its Subsidiaries, the “Company SEC Documents”). As of their respective dates or, if amended, as of the date of the last such amendment, the Company SEC Documents complied in all material respects with the requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 1934 (the “Xxxxxxxx-Xxxxx Exchange Act”) and the Securities Act of 1933 (the “Securities Act”), as the case may be, and the applicable rules and regulations promulgated thereunder, and none of the Company SEC Documents at the time they were filed or furnished contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, except that information set forth in the Company SEC Documents as of a later date (but before the date of this representation) will be deemed to modify information as of an earlier date. None There are no outstanding or unresolved comments received by the Company from the SEC with respect to any of the Company SEC Documents, and to the knowledge of the Company’s Subsidiaries is, none of the Company SEC Documents is the subject of ongoing SEC review or at any time since January 1, 2012 has been, required to file any forms, reports or other documents with the SECinvestigation.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has filed or furnished all forms, documents and reports required to be filed or furnished prior to the date hereof Original Agreement Date by it with the U.S. Securities and Exchange Commission (the “SEC”) since January 1, 2012 (” and all such forms, documents and reports filed or furnished by the Company or any of its Subsidiariesreports, the “Company SEC Documents”)) since January 1, 2018. As of their respective dates or, if amended, as of the date of the last such amendment, the Company SEC Documents complied in all material respects with the requirements of the Securities Act, the Exchange Act and the XxxxxxxxSxxxxxxx-Xxxxx Act of 2002 (the “XxxxxxxxSxxxxxxx-Xxxxx Act”), as the case may be, and the applicable rules and regulations promulgated thereunder, and none of the Company SEC Documents at the time they were filed or furnished contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not materially misleading. None of the Company’s Subsidiaries isare, or at any time since January 1, 2012 has 2018 have been, required to file any forms, reports or other documents with the SEC.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has filed or furnished all forms, statements, certifications, documents and reports required to be filed or furnished prior to the date hereof by it with the U.S. Securities SEC (as amended and Exchange Commission (the “SEC”) since January 1, 2012 (all such documents and reports filed or furnished by the Company or any of its Subsidiariessupplemented from time to time, the “Company SEC Documents”). As ) since January 31, 2015, each of their respective dates which, on the date filed or furnished with the SEC (or, if amended, as of amended or superseded by a filing prior to the date of this Agreement, on the last date of such amendmentamended or superseded filing), the Company SEC Documents complied as to form in all material respects with the applicable requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”), as the case may be, and the applicable rules and regulations promulgated thereunder, and on such date, none of the Company SEC Documents at the time they were filed or furnished contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. As of the date hereof, there are no outstanding or unresolved comments received from the SEC with respect to any of the Company SEC Documents, and, to the Knowledge of the Company, none of the Company SEC Documents is the subject of outstanding SEC comment or outstanding SEC investigation. None of the Company’s Subsidiaries isof the Company are, or have been at any time since January 1February 2, 2012 has been2013, required subject to file any forms, reports the reporting requirements of Section 13(a) or other documents with 15(d) of the SECExchange Act.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has filed or furnished all forms, documents and reports required to be filed or furnished prior to the date hereof by it with the U.S. Securities and Exchange Commission (the “SEC”) since January 1, 2012 (” and all such forms, documents and reports filed or furnished by the Company or any of its Subsidiariesreports, the “Company SEC Documents”)) since January 1, 2018. As of their respective dates or, if amended, as of the date of the last such amendment, the Company SEC Documents complied in all material respects with the requirements of the Securities Act, the Exchange Act and the XxxxxxxxSxxxxxxx-Xxxxx Act of 2002 (the “XxxxxxxxSxxxxxxx-Xxxxx Act”), as the case may be, and the applicable rules and regulations promulgated thereunder, and none of the Company SEC Documents at the time they were filed or furnished contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not materially misleading. None of the Company’s Subsidiaries isare, or at any time since January 1, 2012 has 2018 have been, required to file any forms, reports or other documents with the SEC.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has timely filed with or furnished to the SEC all forms, documents and reports required to be filed with or furnished prior by it to the date hereof by it with the U.S. Securities and Exchange Commission (the “SEC”) since SEC on or after January 1, 2012 2020 (all such forms, documents and reports filed or furnished by the Company or any of its Subsidiariesreports, the “Company SEC Documents”). As of their respective dates or, if amended, as of the date of the last such amendmentamendment (and, in the case of registration statements and proxy statements, on the dates of effectiveness and the dates of the relevant meetings, respectively), the Company SEC Documents complied in all material respects with the applicable requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”), as the case may be, and the applicable rules and regulations promulgated thereunder, ) and none of the Company SEC Documents at the time they were filed or furnished contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None of the Company’s Subsidiaries is, or at any time since January 1, 2012 2020 has been, required to file any forms, reports or other documents with the SEC.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has timely filed or furnished all forms, reports, statements, certifications and other documents and reports required to be filed or furnished prior to with the SEC since September 30, 2017 through the date hereof by it with the U.S. Securities and Exchange Commission (the “SECSEC Reports”) since January 1, 2012 (and has timely paid all such documents and reports filed or furnished by the Company or any of its Subsidiaries, the “Company SEC Documents”)fees due in connection therewith. As of their respective dates or, if amended, as of the date of the last such amendmentamendment (and, in the case of registration statements and proxy statements, as of the dates of effectiveness and the dates of the relevant meetings, respectively), the Company SEC Documents Reports complied in all material respects with the requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”), as the case may be, and the applicable rules and regulations promulgated thereunder, and none of the Company SEC Documents at the time they were filed or furnished Reports contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None No Subsidiary of the Company’s Subsidiaries Company is, or at any time since January 111, 2012 2016, has been, required to file any forms, reports or other documents with the SEC. No executive officer of the Company has failed in any respect to make the certifications required of him or her under Section 302 or 906 of the Xxxxxxxx-Xxxxx Act in connection with the SEC Reports. As of the date hereof, there are no outstanding or unresolved comments in any comment letters of the staff of the SEC received by the Company relating to the SEC Reports. As of the date hereof, none of the SEC Reports is, to the Company’s Knowledge, the subject of ongoing SEC review.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has timely filed or furnished all forms, reports, statements, certifications and other documents and reports required to be filed or furnished with the SEC since July 21, 2015 and prior to the date hereof by it with the U.S. Securities and Exchange Commission (the “SECSEC Reports”) since January 1, 2012 (and has timely paid all such documents and reports filed or furnished by the Company or any of its Subsidiaries, the “Company SEC Documents”)fees due in connection therewith. As of their respective dates or, if amended, as of the date of the last such amendmentamendment (and, in the case of registration statements and proxy statements, as of the dates of effectiveness and the dates of the relevant meetings, respectively), the Company SEC Documents Reports complied in all material respects with the requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”), as the case may be, and the applicable rules and regulations promulgated thereunder, and none of the Company SEC Documents at the time they were filed or furnished Reports contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None No Subsidiary of the Company’s Subsidiaries Company is, or at any time since January 1July 21, 2012 2015, has been, required to file any forms, reports or other documents with the SEC. No executive officer of the Company has failed in any respect to make the certifications required of him or her under Section 302 or 906 of the Xxxxxxxx-Xxxxx Act in connection with the SEC Reports. As of the date hereof, there are no outstanding or unresolved comments in any comment letters of the staff of the SEC received by the Company relating to the SEC Reports. As of the date hereof, none of the SEC Reports is, to the Company’s Knowledge, the subject of ongoing SEC review.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has filed or furnished all forms, reports, statements, certifications and other documents (including all exhibits, amendments and reports supplements thereto) required to be filed or furnished by it with the SEC since January 1, 2010 (all such forms, reports, statements, certificates and other documents filed with or furnished to the SEC since January 1, 2010, with any amendments thereto, collectively, the "Company SEC Reports"), each of which, including any financial statements or schedules included therein, as finally amended prior to the date hereof by it with the U.S. Securities and Exchange Commission (the “SEC”) since January 1hereof, 2012 (all such documents and reports filed or furnished by the Company or any of its Subsidiaries, the “Company SEC Documents”). As of their respective dates or, if amended, complied as of the date of the last such amendment, the Company SEC Documents complied to form in all material respects with the applicable requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 (the “"Xxxxxxxx-Xxxxx Act”"), as the case may be, and the applicable rules and regulations of the SEC promulgated thereunder, and none . None of the Company's Subsidiaries or Significant Joint Ventures is required to file periodic reports with the SEC. None of the Company SEC Documents at Reports filed prior to the time they were date of this Agreement contained, when filed or furnished contained with the SEC or, if amended, as of the date of the last amendment prior to the date of this Agreement, any untrue statement of a material fact or omitted to state any a material fact required to be stated or incorporated by reference therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. None of the Company’s Subsidiaries is, or at any time since January 1, 2012 has been, required to file any forms, reports or other documents with the SEC.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has filed or furnished furnished, as applicable, all forms, documents and reports required to be filed or furnished prior to the date hereof of this Agreement by it with the U.S. Securities and Exchange Commission (the “SEC”) since January 1, 2012 2015 (all such documents and reports filed or furnished by the Company or any of its Subsidiaries, the “Company SEC Documents”). As of their respective dates or, if amended, as of the date of the last such amendment, the Company SEC Documents complied in all material respects with the requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”), as the case may be, and the applicable rules and regulations promulgated thereunder, and none of the Company SEC Documents at the time they were filed or furnished contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None of the Company’s Subsidiaries is, or at any time since January 1, 2012 2015 has been, required to file any forms, reports or other documents with the SEC.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has filed or furnished all forms, documents and reports required to be filed or furnished prior to the date hereof Original Agreement Date by it with the U.S. Securities and Exchange Commission (the “SEC”) since January 1, 2012 (” and all such forms, documents and reports filed or furnished by the Company or any of its Subsidiariesreports, the “Company SEC Documents”)) since January 1, 2018. As of their respective dates or, if amended, as of the date of the last such amendment, the Company SEC Documents complied in all material respects with the requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”), as the case may be, and the applicable rules and regulations promulgated thereunder, and none of the Company SEC Documents at the time they were filed or furnished contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not materially misleading. None of the Company’s Subsidiaries isare, or at any time since January 1, 2012 has 2018 have been, required to file any forms, reports or other documents with the SEC.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has timely filed or furnished with the SEC all forms, reports, statements, certifications and other documents (including all exhibits, amendments and reports supplements thereto) required to be filed or furnished prior to the date hereof by it with the U.S. Securities and Exchange Commission (the “SEC”) SEC since January 1, 2012 2008 (all such forms, reports, statements, certificates and other documents and reports filed with or furnished to the SEC since January 1, 2008, together with any documents filed or furnished during such period by the Company or to the SEC on a voluntary basis, with any of its Subsidiariesamendments thereto, collectively, the “Company SEC DocumentsReports”). As , each of their respective dates orwhich, if amendedincluding any financial statements or schedules included therein, as of finally amended prior to the date of the last such amendmenthereof, the Company SEC Documents complied in all material respects with the applicable requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”)) and, as in each case, the case may be, and the applicable rules and regulations of the SEC promulgated thereunder, and none . None of the Company’s Subsidiaries is required to file periodic reports with the SEC. None of the Company SEC Documents at Reports contained, when filed with the time they were filed or furnished contained SEC or, if amended, as of the date of such amendment, any untrue statement of a material fact or omitted to state any a material fact required to be stated or incorporated by reference therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. None of the Company’s Subsidiaries is, or at any time since January 1, 2012 has been, required to file any forms, reports or other documents with the SEC.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has filed or furnished all forms, documents documents, statements and reports required to be filed or furnished prior to the date hereof by it with the U.S. Securities and Exchange Commission (the “SEC”) SEC on a timely basis since January 1, 2012 2011 (all such together with any documents and reports so filed or furnished by the Company or any of its Subsidiariesduring such period on a voluntary basis, in each case as may have been amended since their filing, the “Company SEC Documents”). As Each of their respective dates the Company SEC Documents, including all Company SEC Documents filed or furnished after the date hereof, complied or, if amendednot yet filed, will comply, as of the date of the last such amendment, the Company SEC Documents complied to form in all material respects with the applicable requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 (and the “Xxxxxxxx-Xxxxx Exchange Act”), as the case may be, and the applicable rules and regulations promulgated thereunder. As of the date filed or furnished with the SEC, and none of the Company SEC Documents at the time they were filed or furnished contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None As of the Company’s Subsidiaries isdate hereof, there are no material outstanding or at unresolved comments received from the SEC with respect to any time since January 1, 2012 has been, required to file any forms, reports or other documents with of the SECCompany SEC Documents.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has filed or furnished on a timely basis all forms, documents and reports required to be filed or furnished prior to the date hereof by it with the U.S. Securities and Exchange Commission (the “SEC”) since January 1, 2012 2020 (all such documents and reports filed or furnished by the Company or any of its Subsidiaries, the “Company SEC Documents”). As of their respective filing dates (or, if amendedamended or superseded by a filing prior to the date hereof, as of on the date of the last such amendment, amended or superseded filing) (i) the Company SEC Documents complied as to form and substance in all material respects with the requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 2002, as amended (the “Xxxxxxxx-Xxxxx Act”), ) as the case may be, be and the applicable rules and regulations promulgated thereunder, and (ii) none of the Company SEC Documents at the time they were filed or furnished contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None No Subsidiary of the Company’s Subsidiaries is, or at any time since January 1, 2012 has been, Company is required to file any forms, reports or documents with, or make any other documents with filing with, or furnish any other material to, the SEC. As of the date hereof, to the Knowledge of the Company, no Company SEC Document is the subject of ongoing SEC review.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has filed or furnished all forms, statements, certifications, documents and reports required to be filed or furnished prior to the date hereof by it with the U.S. Securities and Exchange Commission (the “SEC”) SEC since January 1, 2012 (all such documents 2017 and reports filed or furnished by prior to the Company or any suspension of its Subsidiariesduty to file reports under Section 13 and 15(d) of the Exchange Act (as amended and supplemented from time to time, the “Company SEC Documents”). As , each of their respective dates which, in each case as of its date, or, if amended, as of finally amended prior to the date of the last such amendmentthis Agreement, the Company SEC Documents complied as to form in all material respects with the applicable requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”), as the case may be, and the applicable rules and regulations promulgated thereunder, as of the date filed with the SEC, and none of the Company SEC Documents at the time they were filed or furnished contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None As of the date of this Agreement, there are no outstanding or unresolved comments received from the SEC with respect to any of the Company SEC Documents, and, to the Knowledge of the Company’s Subsidiaries is, none of the Company SEC Documents is the subject of ongoing SEC review or at any time since January 1, 2012 has been, required to file any forms, reports or other documents with the SECinvestigation.

Reports and Financial Statements. (a) The Since January 1, 2017, the Company and each of its Subsidiaries has timely filed or furnished all forms, documents and reports Company SEC Documents required to be filed or furnished prior to the date hereof by it with the U.S. Securities and Exchange Commission (the “SEC”) since January 1, 2012 (has timely paid all such documents and reports filed or furnished by the Company or any of its Subsidiaries, the “Company SEC Documents”)fees due in connection therewith. As of their respective dates or, if amended, as of the date of the last such amendmentamendment (and, in the case of registration statements and proxy statements, as of the dates of effectiveness and the dates of the relevant meetings, respectively), the Company SEC Documents complied in all material respects with the requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”), as the case may be, and the applicable rules and regulations promulgated thereunder, and none of the Company SEC Documents at the time they were filed or furnished contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. None No Subsidiary of the Company’s Subsidiaries Company is, or at any time since January 1, 2012 2017 has been, required to file any forms, reports or other documents with the SEC. No executive officer of the Company has failed to make the certifications required of him or her under Section 302 or 906 of the Xxxxxxxx-Xxxxx Act. There are no outstanding or unresolved comments in any comment letters of the staff of the SEC received by the Company relating to the Company SEC Documents. None of the Company SEC Documents is, to the Company’s Knowledge, the subject of ongoing SEC review.

Reports and Financial Statements. (a) The Company and each of its Subsidiaries has filed or furnished all forms, documents and reports required to be filed or furnished prior to the date hereof by it with the U.S. Securities and Exchange Commission (the “SEC”) SEC on a timely basis since January 128, 2012 2011 (all such together with any documents and reports so filed or furnished by the Company or any of its Subsidiariesduring such period on a voluntary basis, in each case as may have been amended, the “Company SEC Documents”). As Each of their respective dates the Company SEC Documents, including all Company SEC Documents filed or furnished after the date hereof, complied or, if amendednot yet filed, will comply, as of the date of the last such amendment, the Company SEC Documents complied to form in all material respects with the applicable requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act Act. As of 2002 (the “Xxxxxxxx-Xxxxx Act”)date filed or furnished with the SEC, as the case may be, and the applicable rules and regulations promulgated thereunder, and none of the Company SEC Documents, including all Company SEC Documents at the time they were filed or furnished after the date hereof, contained or, if not yet filed, will contain any untrue statement of a material fact or omitted omitted, or if not yet filed, will omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. None As of the Company’s Subsidiaries isdate hereof, there are no material outstanding or at unresolved comments received from the SEC with respect to any time since January 1, 2012 has been, required to file any forms, reports or other documents with of the SECCompany SEC Filings.