Common use of Reporting Company/Shell Company Clause in Contracts

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 12(g) of the Exchange Act. Pursuant to the provisions of the Exchange Act, except as disclosed on Section 3.1(ll) of the Disclosure Letter, the Company has timely filed all reports and other materials required to be filed by the Company thereunder with the SEC during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” as those terms are employed in Rule 144 under the Securities Act.

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 13 of the Exchange Act and has a class of Common Stock registered pursuant to Section 12(g) of the Exchange Act. Pursuant to the provisions of the Exchange Act, except as disclosed on Section 3.1(ll) of the Disclosure Letter, the Company has timely filed all reports and other materials required to be filed by the Company thereunder with the SEC Commission during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” but is a “former shell company” as those terms are employed in Rule 144 under the Securities Act.

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 12(gSections 12(b) and 13 of the Exchange Act. Pursuant to the provisions of the Exchange Act, except as disclosed on Section 3.1(ll) of the Disclosure Letter, the Company has timely filed all reports and other materials required to be filed by the Company thereunder with the SEC during the twelve months preceding twelve monthsthe date of this Agreement. As of the a Closing Date, the Company is not a “shell company” (as those terms are employed defined in Rule 144 under 405) of the Securities ActAct nor a “former shell company”.

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section Sections 12(g) and 13 of the Exchange Act. Pursuant to the provisions of the Exchange Act, except as disclosed set forth on Section 3.1(ll) of the Disclosure LetterSchedule 3.1(u), the Company has timely filed all reports and other materials required to be filed by the Company thereunder with the SEC during the preceding twelve months. As of The Company is, and has no reason to believe that it will not in the Closing Date, the Company is not a “shell company” as those terms are employed foreseeable future continue to be in Rule 144 under the Securities Actcompliance with all such listing and maintenance requirements.

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section Sections 12(g) and 13 of the Exchange Act. Pursuant to the provisions of the Exchange Act, except as disclosed set forth on Section 3.1(ll) of the Disclosure LetterSchedule 3.1(nn), the Company has timely filed all reports and other materials required to be filed by the Company thereunder with the SEC during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” but is a “former shell company” as those terms are employed in Rule 144 under the Securities Act.

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 12(g15(d) of the Exchange Act. Pursuant to the provisions of the Exchange Act, except as disclosed set forth on Section 3.1(ll) of the Disclosure LetterSchedule 3.1(u), the Company has timely filed all reports and other materials required to be filed by the Company thereunder with the SEC during the preceding twelve 12 months. As of The Company is, and has no reason to believe that it will not in the Closing Date, the Company is not a “shell company” as those terms are employed foreseeable future continue to be in Rule 144 under the Securities Actcompliance with all such listing and maintenance requirements.

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section Sections 12(g) and 13 of the Exchange Act. Pursuant to the provisions of the Exchange Act, except as disclosed set forth on Section Schedule 3.1(ll) of the Disclosure Letter), the Company has timely filed all reports and other materials required to be filed by the Company thereunder with the SEC during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” nor a “former shell company” as those terms are employed in Rule 144 under the Securities Act.

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 12(g) Sections 15 and 13 of the Exchange Act. Pursuant to the provisions of the Exchange Act, except as disclosed on Section 3.1(ll) of the Disclosure Letter, the Company has timely filed all reports and other materials required to be filed by the Company thereunder with the SEC during the preceding twelve months. As of the Closing Date, the The Company is not a “shell company”, nor a former “shell company” as those terms are employed in Rule 144 under the Securities Act. The Company is, and has no reason to believe that it will not in the foreseeable future continue to be in compliance with all such reporting requirements.

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 12(b) or 12(g) of the Exchange Act. Pursuant to the provisions of the Exchange Act, except as disclosed on Section 3.1(ll) of the Disclosure Letter, the Company has timely filed all reports and other materials required to be filed by the Company thereunder with the SEC during the preceding twelve (12) months. As The Company has not been informed by NASDAQ or the Commission that as of the Closing Date, date hereof the Company is not a “shell company” or “former shell company” as those terms are employed in under Rule 144 under the Securities Act.

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 12(g) of the Exchange Act. Pursuant to the provisions of the Exchange Act, except as disclosed on Section 3.1(ll) of in the Disclosure LetterSchedules, the Company has timely filed all reports and other materials required to be filed by the Company thereunder with the SEC Commission during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” as those terms are employed in Rule 144 under the Securities Act.

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 12(g) of the Exchange Act. Pursuant to the provisions of the Exchange Act, except as disclosed on Section 3.1(ll) of the Disclosure Letter, the Company has timely filed all reports and other materials required to be filed by the Company thereunder with the SEC during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” nor a “former shell company” as those terms are employed in Rule 144 under the Securities Act.

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 12(gSections 12(b) and 13 of the Exchange Act. Pursuant to the provisions of the Exchange Act, except as disclosed on Section 3.1(ll) of the Disclosure Letter, the Company has timely filed all reports and other materials required to be filed by the Company thereunder with the SEC during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” (as those terms are employed defined in Rule 144 under 405 of the Securities ActAct and has never been a “shell company”.

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 12(g) of the Exchange Act. Pursuant to the provisions of the Exchange Act, except as disclosed on Section 3.1(ll) of in the Disclosure Letter, the Company has timely filed all reports and other materials required to be filed by the Company thereunder with the SEC during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” as those terms are employed in Rule 144 under the Securities Act.

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 12(g12(b) of the Exchange Act. Pursuant to the provisions of the Exchange Act, except as disclosed on Section 3.1(ll) of the Disclosure Letter, the Company has timely filed all reports and other materials required to be filed by the Company thereunder with the SEC during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” as those terms are such term is employed in Rule 144 under the Securities Act.