Common use of Accounting Controls and Disclosure Controls and Procedures Clause in Contracts

Accounting Controls and Disclosure Controls and Procedures. The Company maintains a system of internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) that is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP, including policies and procedures sufficient to provide reasonable assurance (i) that the Company maintains records that in reasonable detail accurately and fairly reflect the Company’s transactions and dispositions of assets, (ii) that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, (iii) that receipts and expenditures are made only in accordance with authorizations of management and the Board and (iv) regarding prevention or timely detection of the unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the Company’s financial statements. Except as disclosed in the Company’s SEC Reports filed prior to the date hereof, the Company has not identified any material weaknesses in the design or operation of the Company’s internal control over financial reporting. The Company’s “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) are designed to provide reasonable assurance that all information (both financial and non-financial) required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that all such information is accumulated and communicated to the Company’s management as appropriate to allow timely decisions regarding required disclosure.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Acrivon Therapeutics, Inc.), Securities Purchase Agreement (IO Biotech, Inc.)

AutoNDA by SimpleDocs

Accounting Controls and Disclosure Controls and Procedures. The Company is in compliance in all material respects with the applicable provisions of the Xxxxxxxx-Xxxxx Act of 2002 and the rules and regulations promulgated thereunder. The Company maintains a system of internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) that is accounting controls designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes that (a) transactions are executed in accordance with GAAP, including policies and procedures sufficient to provide reasonable assurance management’s general or specific authorizations; (ib) that the Company maintains records that in reasonable detail accurately and fairly reflect the Company’s transactions and dispositions of assets, (ii) that transactions are recorded as necessary to permit preparation of financial statements in accordance conformity with GAAP, GAAP and to maintain asset accountability; (iiic) that receipts and expenditures are made access to assets is permitted only in accordance with authorizations of management and the Board management’s general or specific authorization and (ivd) regarding prevention or timely detection of the unauthorized acquisition, use or disposition recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences. Since the end of the Company’s assets that could have a most recent audited fiscal year, there has been (i) no material effect on the Company’s financial statements. Except as disclosed weakness in the Company’s SEC Reports filed prior to the date hereof, the Company has internal control over financial reporting (whether or not identified any material weaknesses remediated) and (ii) no change in the design Company’s internal control over financial reporting that has materially and adversely affected, or operation of is reasonably likely to materially and adversely affect, the Company’s internal control over financial reporting. The Company’s Company maintains an effective system of “disclosure controls and procedures” (as defined in Rules Rule 13a-15(e) and 15d-15(e) of the Exchange Act) are that complies with the applicable requirements of the Exchange Act and that has been designed to provide reasonable assurance ensure that all information (both financial and non-financial) required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Commission’s rules and forms of the SECforms, including controls and procedures designed to ensure that all such information is accumulated and communicated to the Company’s management as appropriate to allow timely decisions regarding required disclosure. The Company has carried out evaluations of the effectiveness of its disclosure controls and procedures as required by Rule 13a-15 of the Exchange Act.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Biodesix Inc), Securities Purchase Agreement (Biodesix Inc)

Accounting Controls and Disclosure Controls and Procedures. The Company maintains a system of internal control over financial reporting (as such term is defined in Rules Rule 13a-15(f) and 15d-15(f) of under the Exchange Act) that is (i) complies with the requirements of the Exchange Act applicable to the Company, (ii) has been designed by the Company’s principal executive officer and principal financial officer, or under their supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP, including policies generally accepted accounting principles and procedures (iii) is sufficient to provide reasonable assurance that (iA) that the Company maintains records that transactions are executed in reasonable detail accurately and fairly reflect the Companyaccordance with management’s transactions and dispositions of assetsgeneral or specific authorization, (iiB) that transactions are recorded as necessary to permit preparation of financial statements in accordance conformity with GAAPgenerally accepted accounting principles as applied in the United States and to maintain accountability for assets, (iiiC) that receipts and expenditures are made access to assets is permitted only in accordance with authorizations of management and the Board management’s general or specific authorization and (ivD) regarding prevention or timely detection of the unauthorized acquisition, use or disposition of recorded accountability for assets is compared with the Company’s existing assets that could have a material effect on the Company’s financial statementsat reasonable intervals and appropriate action is taken with respect to any differences. Except as disclosed in the Company’s 2022 SEC Reports filed prior to the date hereofReports, the Company has is not identified aware of any material weaknesses in the design or operation of the Company’s its internal control over financial reportingreporting (it being understood that this subsection shall not require the Company to comply with Section 404 of the Sarbanes Oxley Act of 2002 as of an earlier date than it would otherwise be required to so comply under applicable law). The Company’s “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) are designed to provide reasonable assurance that all information (both financial and non-financial) required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that all such information is accumulated and communicated to the Company’s management as appropriate to allow timely decisions regarding required disclosure.

Appears in 1 contract

Samples: Stock Purchase Agreement (Recursion Pharmaceuticals, Inc.)

Accounting Controls and Disclosure Controls and Procedures. The Company maintains a system of internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) that is designed sufficient to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP, including policies and procedures sufficient to provide reasonable assurance (i) that the Company maintains records that in reasonable detail accurately and fairly reflect the Company’s transactions and dispositions of assets, (ii) that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, (iii) that receipts and expenditures are made only in accordance with authorizations of management and the Board and (iv) regarding prevention or timely detection of the unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the Company’s financial statements. Except as disclosed in the Company’s SEC Reports filed prior to the date hereof, the Company has not identified any material weaknesses in the design or operation of the Company’s internal control over financial reporting. The Company’s “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) are reasonably designed to provide reasonable assurance ensure that all information (both financial and non-financial) required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that all such information is accumulated and communicated to the Company’s management as appropriate to allow timely decisions regarding required disclosure.

Appears in 1 contract

Samples: Registration Rights Agreement (Graphite Bio, Inc.)

Accounting Controls and Disclosure Controls and Procedures. The Company maintains a system of internal control over financial reporting (as such term is defined in Rules Rule 13a-15(f) and 15d-15(f) of under the Exchange Act) that is (i) complies with the requirements of the Exchange Act applicable to the Company, (ii) has been designed by the Company’s principal executive officer and principal financial officer, or under their supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP, including policies generally accepted accounting principles and procedures (iii) is sufficient to provide reasonable assurance that (iA) that the Company maintains records that transactions are executed in reasonable detail accurately and fairly reflect the Companyaccordance with management’s transactions and dispositions of assetsgeneral or specific authorization, (iiB) that transactions are recorded as necessary to permit preparation of financial statements in accordance conformity with GAAPgenerally accepted accounting principles as applied in the United States and to maintain accountability for assets, (iiiC) that receipts and expenditures are made access to assets is permitted only in accordance with authorizations of management and the Board management’s general or specific authorization and (ivD) regarding prevention or timely detection of the unauthorized acquisition, use or disposition of recorded accountability for assets is compared with the Company’s existing assets that could have a material effect on the Company’s financial statementsat reasonable intervals and appropriate action is taken with respect to any differences. Except as disclosed in the Company’s 2023 SEC Reports filed prior to the date hereofReports, the Company has is not identified aware of any material weaknesses in the design or operation of the Company’s its internal control over financial reportingreporting (it being understood that this subsection shall not require the Company to comply with Section 404 of the Sarbanes Oxley Act of 2002 as of an earlier date than it would otherwise be required to so comply under applicable law). The Company’s “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) are designed to provide reasonable assurance that all information (both financial and non-financial) required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that all such information is accumulated and communicated to the Company’s management as appropriate to allow timely decisions regarding required disclosure.

Appears in 1 contract

Samples: Stock Purchase Agreement (Recursion Pharmaceuticals, Inc.)

Accounting Controls and Disclosure Controls and Procedures. The Company maintains a system of internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) that is designed sufficient to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP, including policies and procedures sufficient to provide reasonable assurance (i) that the Company maintains records that in reasonable detail accurately and fairly reflect the Company’s transactions and dispositions of assets, (ii) that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, (iii) that receipts and expenditures are made only in accordance with authorizations of management and the Board of Directors and (iv) regarding prevention or timely detection of the unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the Company’s financial statements. Except as disclosed in the Company’s 2022 SEC Reports filed prior to the date hereofReports, the Company has not identified any material weaknesses in the design or operation of the Company’s internal control over financial reporting. The Company’s “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) are designed to provide reasonable assurance that all information (both financial and non-financial) required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that all such information is accumulated and communicated to the Company’s management as appropriate to allow timely decisions regarding required disclosure.

Appears in 1 contract

Samples: Stock Purchase Agreement (Ventyx Biosciences, Inc.)

Accounting Controls and Disclosure Controls and Procedures. The Company maintains a system of internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) that is designed sufficient to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP, including policies and procedures sufficient to provide reasonable assurance (i) that the Company maintains records that in reasonable detail accurately and fairly reflect the Company’s transactions and dispositions of assets, (ii) that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, (iii) that receipts and expenditures are made only in accordance with authorizations of management and the Board of Directors and (iv) regarding prevention or timely detection of the unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the Company’s financial statements. Except as disclosed in the Company’s SEC Reports filed prior to the date hereof, the Company has not identified any material weaknesses in the design or operation of the Company’s internal control over financial reporting. The Company’s “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) are designed to provide reasonable assurance that all information (both financial and non-financial) required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that all such information is accumulated and communicated to the Company’s management as appropriate to allow timely decisions regarding required disclosure.

Appears in 1 contract

Samples: Securities Purchase Agreement (Forte Biosciences, Inc.)

AutoNDA by SimpleDocs

Accounting Controls and Disclosure Controls and Procedures. The Company maintains a system and each of its Subsidiaries maintain systems of “internal control over financial reporting reporting” (as defined in Rules under Rule 13a-15(f) and 15d-15(f) of the Exchange Act) that is are designed to comply with the requirements of the Exchange Act and have been designed by, or under the supervision of, the Company’s principal executive and principal financial officers, or persons performing similar functions, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAPgenerally accepted accounting principles in the United States, including policies and procedures including, but not limited to, internal accounting controls sufficient to provide reasonable assurance that: (iA) that the Company maintains records that transactions are executed in reasonable detail accurately and fairly reflect the Companyaccordance with management’s transactions and dispositions of assets, general or specific authorization; (iiB) that transactions are recorded as necessary to permit preparation of financial statements in accordance conformity with GAAP, GAAP and to maintain accountability for assets; (iiiC) that receipts and expenditures are made access to assets is permitted only in accordance with authorizations of management management’s general or specific authorization; (D) the recorded accountability for assets is compared with the existing assets at reasonable intervals and the Board appropriate action is taken with respect to any differences; and (ivE) regarding prevention or timely detection of the unauthorized acquisition, use or disposition of interactive data in eXtensible Business Reporting Language incorporated by reference in the CompanyProspectus fairly presents the information called for in all material respects and is prepared in accordance with the Commission’s assets that could have a material effect on the Company’s financial statementsrules and guidelines applicable thereto. Except as disclosed in the Prospectus, there has been (1) no material weakness in the Company’s SEC Reports filed prior to the date hereof, the Company has internal control over financial reporting (whether or not identified any material weaknesses remediated) and (2) no change in the design Company’s internal control over financial reporting that has materially adversely affected, or operation of is reasonably likely to materially adversely affect, the Company’s internal control over financial reporting. The Company’s “Company maintains disclosure controls and procedures” procedures (as such is defined in Rules Rule 13a-15(e) and 15d-15(e) of the Exchange Act) are that comply with the requirements of the Exchange Act; such disclosure controls and procedures have been designed to provide reasonable assurance ensure that all information (both financial and non-financial) required to be disclosed by the Company in the reports that it files or submits submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Commission’s rules and forms of the SECforms, including controls and procedures designed to ensure that all such information is accumulated and communicated to the Company’s management as appropriate to allow timely decisions regarding disclosures. The Company has conducted evaluations of the effectiveness of their disclosure controls as required disclosureby Rule 13a-15 of the Exchange Act.

Appears in 1 contract

Samples: Sales Agreement (2seventy Bio, Inc.)

Accounting Controls and Disclosure Controls and Procedures. The Company maintains a system of internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) that is designed sufficient to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP, including policies and procedures sufficient to provide reasonable assurance (i) that the Company maintains records that in reasonable detail accurately and fairly reflect the Company’s transactions and dispositions of assets, (ii) that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, (iii) that receipts and expenditures are made only in accordance with authorizations of management and the Board of Directors and (iv) regarding prevention or timely detection of the unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the Company’s financial statements. Except as disclosed in the Company’s SEC Reports filed prior to the date hereof, the Company has not identified any material weaknesses in the design or operation of the Company’s internal control over financial reporting. The Company’s “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) are designed to provide reasonable assurance that all information (both financial and non-non- financial) required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that all such information is accumulated and communicated to the Company’s management as appropriate to allow timely decisions regarding required disclosure.

Appears in 1 contract

Samples: Securities Purchase Agreement (Aadi Bioscience, Inc.)

Accounting Controls and Disclosure Controls and Procedures. The Company maintains and its Subsidiaries maintain a system of internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) that is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP, including policies and procedures sufficient to provide reasonable assurance (i) that the Company maintains and its Subsidiaries maintain records that in reasonable detail accurately and fairly reflect the Company’s transactions and dispositions of assetsassets of the Company and its Subsidiaries, (ii) that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, (iii) that receipts and expenditures are made only in accordance with authorizations of management and the Board of Directors and (iv) regarding prevention or timely detection of the unauthorized acquisition, use or disposition of the Company’s assets of the Company and its Subsidiaries that could have a material effect on the Company’s financial statements. Except as disclosed in the Company’s SEC Reports filed prior to the date hereofReports, the Company has not identified any material weaknesses in the design or operation of the Company’s internal control over financial reporting. The Company’s “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) are designed to provide reasonable assurance that all information (both financial and non-financial) required to be disclosed by the Company Company, on its own behalf and on behalf of its Subsidiaries, in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that all such information is accumulated and communicated to the Company’s management as appropriate to allow timely decisions regarding required disclosure.

Appears in 1 contract

Samples: Securities Purchase Agreement (Pyxis Oncology, Inc.)

Time is Money Join Law Insider Premium to draft better contracts faster.