Common use of Disclosure of Financial Controls Clause in Contracts

Disclosure of Financial Controls. WhiteWave shall, and shall cause each other WhiteWave Group Member to, maintain, as of and after the Contribution Closing, disclosure controls and procedures and internal control over financial reporting as defined in Exchange Act Rule 13a-15 promulgated under the Exchange Act; WhiteWave shall cause each of its principal executive officer and its principal financial officer to sign and deliver certifications to WhiteWave’s periodic reports and shall include the certifications in WhiteWave’s periodic reports, as and when required pursuant to Exchange Act Rule 13a-14 and Item 601 of Regulation S-K; WhiteWave shall cause its management to evaluate WhiteWave’s disclosure controls and procedures and internal control over financial reporting (including any change in internal control over financial reporting) as and when required pursuant to Exchange Act Rule 13a-15; WhiteWave shall disclose in its periodic reports filed with the SEC information concerning WhiteWave management’s responsibilities for and evaluation of WhiteWave’s disclosure controls and procedures and internal control over financial reporting (including the annual management report and attestation report of WhiteWave’s independent auditors relating to internal control over financial reporting) as and when required under Items 307 and 308 of Regulation S-K and other applicable SEC rules; and, without limiting the general application of the foregoing, WhiteWave shall, and shall cause each other WhiteWave Group Member to, maintain as of and after the Contribution Closing internal systems and procedures that provide reasonable assurance that (A) the Financial Statements are reliable and timely prepared in accordance with GAAP and applicable Law, (B) all transactions of any WhiteWave Group Member are recorded as necessary to permit the preparation of the Financial Statements, (C) the receipts and expenditures of any WhiteWave Group Member are authorized at the appropriate level within the WhiteWave Group, and (D) unauthorized use or disposition of the assets of any WhiteWave Group Member that could have material effect on the Financial Statements is prevented or detected in a timely manner.

Disclosure of Financial Controls. WhiteWave shallVerigy will, and shall will cause each other WhiteWave member of the Verigy Group Member to, maintain, as of and after the Contribution ClosingSeparation Date, disclosure controls and procedures and internal control over financial reporting as defined in Exchange Act Rule 13a-15 promulgated under the Exchange Act; WhiteWave shall Verigy will cause each of its principal executive officer and its principal financial officer to sign and deliver certifications to WhiteWave’s Verigy's periodic reports and shall will include the certifications in WhiteWave’s Verigy's periodic reports, as and when required pursuant to Exchange Act Rule 13a-14 and Item 601 of Regulation S-K; WhiteWave shall Verigy will cause its management to evaluate WhiteWave’s Verigy's disclosure controls and procedures and internal control over financial reporting (including any change in internal control over financial reporting) as and when required pursuant to Exchange Act Rule 13a-15; WhiteWave shall Verigy will disclose in its periodic reports filed with the SEC information concerning WhiteWave Verigy management’s 's responsibilities for and evaluation of WhiteWave’s Verigy's disclosure controls and procedures and internal control over financial reporting (including including, without limitation, the annual management report and attestation report of WhiteWave’s Verigy's independent auditors relating to internal control over financial reporting) as and when required under Items 307 and 308 of Regulation S-K and other applicable SEC rules; and, without limiting the general application of the foregoing, WhiteWave shallVerigy will, and shall will cause each other WhiteWave member of the Verigy Group Member to, maintain as of and after the Contribution Closing Separation Date internal systems and procedures that will provide reasonable assurance that (A) the Financial Statements are reliable and timely prepared in accordance with GAAP and applicable Lawlaw, (B) all transactions of any WhiteWave members of the Verigy Group Member are recorded as necessary to permit the preparation of the Financial Statements, (C) the receipts and expenditures of any WhiteWave members of the Verigy Group Member are authorized at the appropriate level within the WhiteWave GroupVerigy, and (D) unauthorized use or disposition of the assets of any WhiteWave member of the Verigy Group Member that could have material effect on the Financial Statements is prevented or detected in a timely mannermanner (it being understood that the foregoing shall not require Verigy to comply with Section 404 of the Xxxxxxxx-Xxxxx Act of 2002 as of an earlier date than it would otherwise be required to so comply under applicable law).

Disclosure of Financial Controls. WhiteWave shallVerigy will, and shall will cause each other WhiteWave member of the Verigy Group Member to, maintain, as of and after the Contribution ClosingSeparation Date, disclosure controls and procedures and internal control over financial reporting as defined in Exchange Act Rule 13a-15 promulgated under the Exchange Act; WhiteWave shall Verigy will cause each of its principal executive officer and its principal financial officer to sign and deliver certifications to WhiteWaveVerigy’s periodic reports and shall will include the certifications in WhiteWaveVerigy’s periodic reports, as and when required pursuant to Exchange Act Rule 13a-14 and Item 601 of Regulation S-K; WhiteWave shall Verigy will cause its management to evaluate WhiteWaveVerigy’s disclosure controls and procedures and internal control over financial reporting (including any change in internal control over financial reporting) as and when required pursuant to Exchange Act Rule 13a-15; WhiteWave shall Verigy will disclose in its periodic reports filed with the SEC information concerning WhiteWave Verigy management’s responsibilities for and evaluation of WhiteWaveVerigy’s disclosure controls and procedures and internal control over financial reporting (including including, without limitation, the annual management report and attestation report of WhiteWaveVerigy’s independent auditors relating to internal control over financial reporting) as and when required under Items 307 and 308 of Regulation S-K and other applicable SEC rules; and, without limiting the general application of the foregoing, WhiteWave shallVerigy will, and shall will cause each other WhiteWave member of the Verigy Group Member to, maintain as of and after the Contribution Closing Separation Date internal systems and procedures that will provide reasonable assurance that (A) the Financial Statements are reliable and timely prepared in accordance with GAAP and applicable Lawlaw, (B) all transactions of any WhiteWave members of the Verigy Group Member are recorded as necessary to permit the preparation of the Financial Statements, (C) the receipts and expenditures of any WhiteWave members of the Verigy Group Member are authorized at the appropriate level within the WhiteWave GroupVerigy, and (D) unauthorized use or disposition of the assets of any WhiteWave member of the Verigy Group Member that could have material effect on the Financial Statements is prevented or detected in a timely mannermanner (it being understood that the foregoing shall not require Verigy to comply with Section 404 of the Xxxxxxxx-Xxxxx Act of 2002 as of an earlier date than it would otherwise be required to so comply under applicable law).