Common use of Company SEC Filings Clause in Contracts

Company SEC Filings. The Company has timely filed with or furnished to, as applicable, the SEC all of the forms, reports (including reports on Forms 8-K, 10-Q and 10-K), statements (including proxy statements), schedules and registration statements of the Company, and other documents required to be filed or furnished by the Company with the SEC under the Securities Act or the Exchange Act since May 31, 2012 together with all exhibits and schedules to the foregoing materials and all information incorporated therein by reference and all certifications required pursuant to the Xxxxxxxx-Xxxxx Act (collectively, the “Company SEC Reports”). As of their respective filing dates (or, if amended or superseded by a subsequent filing, as of the date of the last such amendment or superseding filing prior to the Agreement Date), each Company SEC Report (including all Company SEC Documents that become effective, are filed or are furnished after the date hereof) complied or, if not yet effective, filed or furnished, will comply, as to form in all material respects with the applicable requirements of the Securities Act, the Exchange Act, the Xxxxxxxx-Xxxxx Act of 2002, as amended (“Xxxxxxxx-Xxxxx Act”) and the rules and regulations of the SEC thereunder applicable to such Company SEC Report. None of the Company SEC Reports, including any financial statements, schedules or exhibits included or incorporated by reference therein at the time they were filed (or, if amended or superseded by a subsequent filing, as of the date of the last such amendment or superseding filing prior to the Agreement Date), contained or, if not yet effective, filed or furnished, will contain any untrue statement of a material fact or omitted or, if not yet effective, filed or furnished, will 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 were made, not misleading or, if applicable, will be made, not misleading. None of the Company’s Subsidiaries is required to file or furnish any forms, reports or other documents with the SEC. As of the Agreement Date, there are no outstanding or unresolved comments received from the SEC staff with respect to any of the Company SEC Reports.

Company SEC Filings. The Company has timely filed with or furnished to, as applicable, the SEC all of the forms, reports (including reports on Forms 8-K, 10-Q and 10-K), statements (including proxy statements), schedules and registration statements of the Company, and other documents required to be filed or furnished by the Company with the SEC it under the Securities Act or the Exchange Act Act, as the case may be, since May 31January 1, 2012 together with all exhibits and schedules to the foregoing materials and all information incorporated therein by reference and all certifications required pursuant to the Xxxxxxxx-Xxxxx Act 2009 (collectively, the “Company SEC ReportsFilings”). As Each Company SEC Filing as of their respective filing dates (orits date, or if amended or superseded by a subsequent filingamended, as of the date of the last such amendment or superseding filing prior to the Agreement Date), each Company SEC Report (including all Company SEC Documents that become effective, are filed or are furnished after the date hereof) , complied or, if not yet effective, filed or furnished, will comply, as to form in all material respects with the applicable requirements of the Securities Act, the Exchange Act, Act and the Xxxxxxxx-Xxxxx Act of 2002Act, as amended (“Xxxxxxxx-Xxxxx Act”) and the rules and regulations of case may be, each as in effect on the SEC thereunder applicable to such Company SEC Report. None of date the Company SEC Reports, including Filing was filed. Except to the extent that information in any financial statements, schedules or exhibits included or incorporated by reference therein at the time they were filed (or, if amended Company SEC Filing has been revised or superseded by a subsequent filing, as of the date of the last such amendment or superseding filing Company SEC Filing filed prior to the Agreement Date)date hereof, contained oreach Company SEC Filing did not, if not yet effectiveat the time it was filed, filed or furnished, will contain any untrue statement of a material fact or omitted or, if not yet effective, filed or furnished, will omit to state any a material fact required to be stated therein or necessary in order to make the statements made therein, in the light of the circumstances under which they were made, not misleading or, if applicable, will be made, not misleading. None No Company Subsidiary is subject to the periodic reporting requirements of the Company’s Subsidiaries is required Exchange Act. The Company has made available to file or furnish any forms, reports or other documents with Parent correct and complete copies of all material correspondence between the SEC, on the one hand, and the Company and any of the Company Subsidiaries, on the other hand, occurring since January 1, 2009 and prior to the date hereof. As of the Agreement Datedate hereof, there are no outstanding or unresolved comments received in comment letters from the SEC staff with respect to any of the Company SEC ReportsFilings. To the Knowledge of the Company, as of the date hereof, none of the Company SEC Filings is the subject of ongoing SEC review, outstanding SEC comment or outstanding SEC investigation.

Company SEC Filings. The Company has timely filed with or furnished to, as applicable, the SEC all of the forms, reports (including reports on Forms 8-K, 10-Q and 10-K), statements (including proxy statements), schedules and registration statements of the Company, and other documents required to be filed or furnished by the Company with the SEC it under the Securities Act or the Exchange Act Act, as the case may be, since May 31January 1, 2012 together with all exhibits and schedules to the foregoing materials and all information incorporated therein by reference and all certifications required pursuant to the Xxxxxxxx-Xxxxx Act 2008 (collectively, the “Company SEC ReportsFilings”). As of their respective filing dates Each Company SEC Filing (or, if amended or superseded by a subsequent filing, i) as of the date of the last such amendment or superseding filing prior to the Agreement Date)its date, each Company SEC Report (including all Company SEC Documents that become effective, are filed or are furnished after the date hereof) complied or, if not yet effective, filed or furnished, will comply, as to form in all material respects with the applicable requirements of the Securities Act, the Exchange Act, Act and the Xxxxxxxx-Xxxxx Act of 2002Act, as amended the case may be, as in effect on the date so filed, and (“Xxxxxxxx-Xxxxx Act”ii) and the rules and regulations of the SEC thereunder applicable to such Company SEC Report. None of the Company SEC Reportsdid not, including any financial statements, schedules or exhibits included or incorporated by reference therein at the time they were filed (orit was filed, if amended or superseded by a subsequent filing, as of the date of the last such amendment or superseding filing prior to the Agreement Date), contained or, if not yet effective, filed or furnished, will contain any untrue statement of a material fact or omitted or, if not yet effective, filed or furnished, will omit to state any a material fact required to be stated therein or necessary in order to make the statements made therein, in the light of the circumstances under which they were made, not misleading or, if applicable, will be made, not misleading. None No Company Subsidiary is subject to the periodic reporting requirements of the Company’s Subsidiaries is required Exchange Act. The Company has made available to file or furnish any forms, reports or other documents with Parent correct and complete copies of all material correspondence between the SEC, on the one hand, and the Company or any of the Company Subsidiaries, on the other hand, occurring since January 1, 2008 and prior to the date hereof. As of the Agreement Datedate hereof, there are no outstanding or unresolved comments received in comment letters from the SEC staff with respect to any of the Company SEC ReportsFilings. To the Knowledge of the Company, as of the date hereof, none of the Company SEC Filings is the subject of ongoing SEC review, outstanding SEC comment or outstanding SEC investigation.

Company SEC Filings. The Company has timely filed with or furnished to, as applicable, the SEC all of the forms, reports (including reports on Forms 8-K, 10-Q and 10-K), statements (including proxy statements), schedules and registration statements of the Company, and other documents required to be filed or furnished by the Company with the SEC it under the Securities Act or the Exchange Act Act, as the case may be, since May 31January 1, 2012 together with all exhibits and schedules to the foregoing materials and all information incorporated therein by reference and all certifications required pursuant to the Xxxxxxxx-Xxxxx Act 2010 (collectively, the “Company SEC ReportsFilings”). As of their respective filing dates Each Company SEC Filing (or, if amended or superseded by a subsequent filing, i) as of the date of the last such amendment or superseding filing prior to the Agreement Date)its date, each Company SEC Report (including all Company SEC Documents that become effective, are filed or are furnished after the date hereof) complied or, if not yet effective, filed or furnished, will comply, as to form in all material respects with the applicable requirements of the Securities Act, the Exchange Act, Act and the Xxxxxxxx-Xxxxx Act of 2002Act, as amended the case may be, and (“Xxxxxxxx-Xxxxx Act”ii) and the rules and regulations of the SEC thereunder applicable to such Company SEC Report. None of the Company SEC Reportsdid not, including any financial statements, schedules or exhibits included or incorporated by reference therein at the time they were filed (orit was filed, if amended or superseded by a subsequent filing, as of the date of the last such amendment or superseding filing prior to the Agreement Date), contained or, if not yet effective, filed or furnished, will contain any untrue statement of a material fact or omitted or, if not yet effective, filed or furnished, will omit to state any a material fact required to be stated therein or necessary in order to make the statements made therein, in the light of the circumstances under which they were made, not misleading or, if applicable, will be made, not misleading. None No Company Subsidiary is subject to the periodic reporting requirements of the Company’s Subsidiaries is required Exchange Act. The Company has made available to file or furnish any formsParent true, reports or other documents with correct and complete copies of all material correspondence between the SEC, on the one hand, and the Company and any of the Company Subsidiaries, on the other hand, occurring since January 1, 2010 and prior to the date hereof. As of the Agreement Datedate hereof, there are no outstanding or unresolved comments received in comment letters from the SEC staff with respect to any of the Company SEC ReportsFilings. To the Knowledge of the Company, as of the date hereof, none of the Company SEC Filings is the subject of ongoing SEC review, outstanding SEC comment or outstanding SEC investigation.

Company SEC Filings. The Company has timely filed with or furnished to, as applicable, the SEC all of the forms, reports (including reports on Forms 8-K, 10-Q and 10-K), statements (including proxy statements), schedules and registration statements of the Company, and other documents required to be filed or furnished by the Company with the SEC it under the Securities Act or the Exchange Act Act, as the case may be, since May 31January 1, 2012 together with all exhibits and schedules to the foregoing materials and all information incorporated therein by reference and all certifications required pursuant to the Xxxxxxxx-Xxxxx Act (collectively, the “Company SEC ReportsFilings”). As of their respective filing dates Each Company SEC Filing (or, if amended or superseded by a subsequent filing, i) as of the date of the last such amendment or superseding filing prior to the Agreement Date)its date, each Company SEC Report (including all Company SEC Documents that become effective, are filed or are furnished after the date hereof) complied or, if not yet effective, filed or furnished, will comply, as to form in all material respects with the applicable requirements of the Securities Act, the Exchange Act and the Sarbanes Oxley Act, as the Xxxxxxxx-Xxxxx Act of 2002case may be, as amended and (“Xxxxxxxx-Xxxxx Act”ii) and the rules and regulations of the SEC thereunder applicable to such Company SEC Report. None of the Company SEC Reportsdid not, including any financial statements, schedules or exhibits included or incorporated by reference therein at the time they were filed (orit was filed, if amended or superseded by a subsequent filing, as of the date of the last such amendment or superseding filing prior to the Agreement Date), contained or, if not yet effective, filed or furnished, will contain any untrue statement of a material fact or omitted or, if not yet effective, filed or furnished, will omit to state any a material fact required to be stated therein or necessary in order to make the statements made therein, in the light of the circumstances under which they were made, not misleading or, if applicable, will be made, not misleading. None No Company Subsidiary is subject to the periodic reporting requirements of the Company’s Subsidiaries is required Exchange Act. The Company has made available to file or furnish any forms, reports or other documents with Parent correct and complete copies of all material correspondence between the SEC, on the one hand, and the Company or any of the Company Subsidiaries, on the other hand, occurring since January 1, 2012 and prior to the date hereof. As of the Agreement Datedate hereof, there are no outstanding or unresolved comments received in comment letters from the SEC staff with respect to any of the Company SEC ReportsFilings. To the Knowledge of the Company, as of the date hereof, none of the Company SEC Filings is the subject of ongoing SEC review, outstanding SEC comment or outstanding SEC investigation.

Company SEC Filings. The Company has timely filed with or furnished to, as applicable, the SEC all of the forms, reports (including reports on Forms 8-K, 10-Q and 10-K), statements (including proxy statements), schedules and registration statements of the Company, and other documents required to be filed or furnished by the Company with the SEC it under the Securities Act or the Exchange Act Act, as the case may be, since May 31June 1, 2012 together with all exhibits and schedules to the foregoing materials and all information incorporated therein by reference and all certifications required pursuant to the Xxxxxxxx-Xxxxx Act 2007 (collectively, the “"Company SEC Reports”Filings"). As Each Company SEC Filing (i) as of their respective filing dates its date (or, if amended or superseded by in the case of any Company SEC Filing that is a subsequent filingregistration statement, as of the date of the last such amendment or superseding filing prior to the Agreement Dateits effective date), each Company SEC Report (including all Company SEC Documents that become effective, are filed or are furnished after the date hereof) complied or, if not yet effective, filed or furnished, will comply, as to form in all material respects with the applicable requirements of the Securities Act, the Exchange Act and the Sarbanes Oxley Act, as the Xxxxxxxx-Xxxxx Act of 2002case may be, as amended and (“Xxxxxxxx-Xxxxx Act”ii) and the rules and regulations of the SEC thereunder applicable to such Company SEC Report. None of the Company SEC Reportsdid not, including any financial statements, schedules or exhibits included or incorporated by reference therein at the time they were it was filed (or, if amended or superseded by in the case of any Company SEC Filing that is a subsequent filingregistration statement, as of the date of the last such amendment or superseding filing prior to the Agreement Date), contained declared effective) (or, if not yet effectiveamended, filed or furnishedat the time (and taking into account the content) of such amendment), will contain any untrue statement of a material fact or omitted or, if not yet effective, filed or furnished, will omit to state any a material fact required to be stated therein or necessary in order to make the statements made therein, in the light of the circumstances under which they were made, not misleading or, if applicable, will be made, not misleading. None No Company Subsidiary is subject to the periodic reporting requirements of the Company’s Subsidiaries is required Exchange Act. The Company has made available to file or furnish any forms, reports or other documents with Parent correct and complete copies of all material correspondence between the SEC, on the one hand, and the Company and any of the Company Subsidiaries, on the other hand, occurring since June 1, 2007 and prior to the date hereof. As of the Agreement Datedate hereof, to the Knowledge of the Company, there are no outstanding or unresolved comments received in comment letters from the SEC staff with respect to any of the Company SEC ReportsFilings. To the Knowledge of the Company, as of the date hereof, none of the Company SEC Filings is the subject of ongoing SEC review, outstanding SEC comment or outstanding SEC investigation.

Company SEC Filings. The Company has timely filed with or furnished to, as applicable, the SEC all of the forms, reports (including reports on Forms 8-K, 10-Q and 10-K), statements (including proxy statements), schedules and registration statements of the Company, and other documents required to be filed or furnished by the Company with the SEC it under the Securities Act or the Exchange Act Act, as the case may be, since May December 31, 2012 together with all exhibits and schedules to the foregoing materials and all information incorporated therein by reference and all certifications required pursuant to the Xxxxxxxx-Xxxxx Act 2009 (collectively, the “Company SEC ReportsFilings”). As of their respective filing dates Each Company SEC Filing (or, if amended or superseded by a subsequent filing, i) as of the date of the last such amendment or superseding filing prior to the Agreement Date)its date, each Company SEC Report (including all Company SEC Documents that become effective, are filed or are furnished after the date hereof) complied or, if not yet effective, filed or furnished, will comply, as to form in all material respects with the applicable requirements of the Securities Act, the Exchange Act and the Sarbanes Oxley Act, as the Xxxxxxxx-Xxxxx Act of 2002case may be, as amended and (“Xxxxxxxx-Xxxxx Act”ii) and the rules and regulations of the SEC thereunder applicable to such Company SEC Report. None of the Company SEC Reportsdid not, including any financial statements, schedules or exhibits included or incorporated by reference therein at the time they were filed (orit was filed, if amended or superseded by a subsequent filing, as of the date of the last such amendment or superseding filing prior to the Agreement Date), contained or, if not yet effective, filed or furnished, will contain any untrue statement of a material fact or omitted or, if not yet effective, filed or furnished, will omit to state any a material fact required to be stated therein or necessary in order to make the statements made therein, in the light of the circumstances under which they were made, not misleading or, if applicable, will be made, not misleading. None No Company Subsidiary is subject to the periodic reporting requirements of the Company’s Subsidiaries is required Exchange Act. The Company has made available to file or furnish any forms, reports or other documents with Parent correct and complete copies of all material correspondence between the SEC, on the one hand, and the Company or any of the Company Subsidiaries, on the other hand, occurring since December 31, 2009 and prior to the date hereof. As of the Agreement Datedate hereof, there are no outstanding or unresolved comments received in comment letters from the SEC staff with respect to any of the Company SEC ReportsFilings. To the Knowledge of the Company, as of the date hereof, none of the Company SEC Filings is the subject of ongoing SEC review, outstanding SEC comment or outstanding SEC investigation.

Company SEC Filings. The Company has timely filed with or furnished to, as applicable, the SEC all of the forms, reports (including reports on Forms 8-K, 10-Q and 10-K), statements (including proxy statements), schedules and registration statements of the Company, and other documents required to be filed or furnished by the Company with the SEC under the Securities Act or the Exchange Act since May 31, 2012 together with all exhibits and schedules to the foregoing materials and all information incorporated therein by reference and all certifications required pursuant to the Xxxxxxxx-Xxxxx Act (collectively, the “Company SEC Reports”). As of their respective filing dates (or, if amended or superseded by a subsequent filing, as of the date of the last such amendment or superseding filing prior to the Original Agreement Date), each Company SEC Report (including all Company SEC Documents that become effective, are filed or are furnished after the date hereofOriginal Agreement Date) complied or, if not yet effective, filed or furnished, will comply, as to form in all material respects with the applicable requirements of the Securities Act, the Exchange Act, the Xxxxxxxx-Xxxxx Act of 2002, as amended (“Xxxxxxxx-Xxxxx Act”) and the rules and regulations of the SEC thereunder applicable to such Company SEC Report. None of the Company SEC Reports, including any financial statements, schedules or exhibits included or incorporated by reference therein at the time they were filed (or, if amended or superseded by a subsequent filing, as of the date of the last such amendment or superseding filing prior to the Original Agreement Date), contained or, if not yet effective, filed or furnished, will contain any untrue statement of a material fact or omitted or, if not yet effective, filed or furnished, will 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 were made, not misleading or, if applicable, will be made, not misleading. None of the Company’s Subsidiaries is required to file or furnish any forms, reports or other documents with the SEC. As of the Agreement Date, there are no outstanding or unresolved comments received from the SEC staff with respect to any of the Company SEC Reports.