Common use of Reports; Financial Statements Clause in Contracts

Reports; Financial Statements. (i) The Company has filed or furnished, as applicable, on a timely basis all forms, statements, certifications, reports and documents required to be filed or furnished by it with the SEC under the Exchange Act or the Securities Act since December 31, 2015 (the “Company Applicable Date”) (the forms, statements, reports and documents filed or furnished since the Company Applicable Date and those filed or furnished subsequent to the date hereof including any amendments thereto, the “Company SEC Reports”). Each of the Company SEC Reports, at the time of its filing or being furnished complied, or if not yet filed or furnished, will comply, 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 any rules and regulations promulgated thereunder applicable to the Company SEC Reports. As of their respective dates (or, if amended prior to the date hereof, as of the date of such amendment), the Company SEC Reports did not, and any of the Company SEC Reports filed or furnished with the SEC subsequent to the date hereof will not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading.

Reports; Financial Statements. (ia) The Since January 1, 2006, each of the Company and Claymont Steel, Inc. (“OpCo”) has filed or furnished, as applicable, on a timely basis all forms, statements, certifications, reports and documents required to be filed or furnished by it with the SEC under the Exchange Act or the Securities Act since December 31SEC, 2015 (the “Company Applicable Date”) (the formsall of which have complied as to form, statements, reports and documents filed or furnished since the Company Applicable Date and those filed or furnished subsequent to the date hereof including any amendments thereto, the “Company SEC Reports”). Each as of the Company SEC Reports, at the time of its their respective filing or being furnished complied, or if not yet filed or furnished, will comply, dates in all material respects with the all applicable requirements of the Securities Act, Act and the Exchange Act and, in each case, the rules and regulations of the Xxxxxxxx-Xxxxx SEC promulgated thereunder. No executive officer of the Company or OpCo has failed in any respect to make the certifications required of him or her under Section 302 or 906 of the Sarbanes Oxley Act of 2002 (the “Xxxxxxxx-Xxxxx Act”), and ) with respect to any rules and regulations promulgated thereunder applicable Company SEC Report. Except to the Company extent amended or superseded by a subsequent filing with the SEC Reports. As that was filed prior to the date of this Agreement, as of their respective dates (orand if so amended or superseded, if amended then as of the date of such subsequent filing), none of the reports, schedules, forms, statements and other documents filed by the Company with the SEC since January 1, 2006 (the “Company SEC Reports”) and prior to the date hereof, as of the date of such amendment)whether or not required under applicable laws, rules and regulations and including any registration statement filed by the Company SEC Reports did notor OpCo under the Securities Act, and including any of financial statements or schedules included or incorporated by reference therein, at the Company SEC Reports filed or furnished with the SEC subsequent to the date hereof will nottime filed, contain contained any untrue statement of a material fact or omit omitted to state a material fact required to be stated therein or necessary in order to make the statements made therein, in light of the circumstances in under which they were made, not misleading. As of the date of this Agreement, there are no outstanding or unresolved comments in comment letters received from the SEC staff with respect to the Company SEC Reports.

Reports; Financial Statements. (i) The Company has filed or furnished, as applicable, on a timely basis all forms, statements, certifications, reports and documents required to be filed or furnished by it with the SEC under the Exchange Act or the Securities Act since December 31, 2015 2013 (the “Company Applicable Date”) (the forms, statements, reports and documents filed or furnished since the Company Applicable Date and those filed or furnished subsequent to the date hereof including any amendments thereto, the “Company SEC Reports”). Each of the Company SEC Reports, at the time of its filing or being furnished complied, or if not yet filed or furnished, will comply, 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 any rules and regulations promulgated thereunder applicable to the Company SEC Reports. As of their respective dates (or, if amended prior to the date hereof, as of the date of such amendment), the Company SEC Reports did not, and any of the Company SEC Reports filed or furnished with the SEC subsequent to the date hereof will not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading.

Reports; Financial Statements. (i) The Company Each of Parent and, to the knowledge of the executive officers of Parent, AT&T Corporation, a New York corporation ("T"), has filed or furnished, as applicable, on a timely basis and furnished all forms, statements, certifications, reports and documents required to be filed or furnished by it with or to the SEC under the Exchange Act or the Securities Act pursuant to applicable securities statutes, regulations, policies and rules since December 31, 2015 2004 (the “Company Applicable Date”) (the collectively, such forms, statements, reports and documents filed with or furnished to the SEC since the Company Applicable Date and December 31, 2004, or those filed with or furnished to the SEC subsequent to the date hereof including any amendments theretoof this Agreement, and as amended, the “Company SEC "Parent Reports”" and the "T Reports", respectively). Each of the Company SEC ReportsParent Reports and, to the knowledge of the executive officers of Parent, the T Reports at the time of its filing or being furnished complied, or if not yet filed or furnishedfurnished in the case of Parent Reports, will comply, as to form, in all material respects with the applicable requirements of the Securities Act, the Exchange Act and the XxxxxxxxSarbanes-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”)Oxley, and any rules and regulations promulgated thereunder applicable therxxxxxx xxxxxxxble to the Company SEC Parent Reports and the T Reports, as the case may be. As of their respective dates (orand, if amended prior to the date hereofamended, as of the date of such amendment)) the Parent Reports and, to the knowledge of the executive officers of Parent, the Company SEC T Reports did not, and any of the Company SEC Parent Reports filed with or furnished with to the SEC subsequent to the date hereof of this Agreement will not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading.

Reports; Financial Statements. (i) The Company has filed or furnished, as applicable, on a timely basis all forms, statements, certifications, reports and documents required to be filed or furnished by it with the SEC under the Exchange Act or the Securities Act since December 31, 2015 2018 (the “Company Applicable Date”) (the forms, statements, reports and documents filed or furnished since the Company Applicable Date and those filed or furnished subsequent to the date hereof of this Agreement including any amendments thereto, the “Company SEC Reports”). Each of the Company SEC Reports, at the time of its filing or being furnished complied, or if not yet filed or furnished, will comply, 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 any rules and regulations promulgated thereunder applicable to the Company SEC Reports, except where the failure to file (or furnish, as applicable) such forms, statements, certifications, reports and documents, either individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect on the Company. As of their respective dates (or, if amended prior to the date hereofof this Agreement, as of the date of such amendment), the Company SEC Reports did not, and any of the Company SEC Reports filed or furnished with the SEC subsequent to the date hereof of this Agreement will not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading.

Reports; Financial Statements. (i) The Company has filed or furnished, as applicable, on a timely basis all forms, statements, certifications, reports and documents required to be filed or furnished by it with the SEC under the Exchange Act or the Securities Act since December 31, 2015 2018 (the “Company Applicable Date”) (the forms, statements, reports and documents filed or furnished since the Company Applicable Date and those filed or furnished subsequent to the date hereof including any amendments thereto, the “Company SEC Reports”). Each of the Company SEC Reports, at the time of its filing or being furnished complied, or if not yet filed or furnished, will comply, 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 any rules and regulations promulgated thereunder applicable to the Company SEC Reports. As of their respective dates (or, if amended prior to the date hereof, as of the date of such amendment), the Company SEC Reports did not, and any of the Company SEC Reports filed or furnished with the SEC subsequent to the date hereof will not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading.

Reports; Financial Statements. (i) The Company has filed or furnished, as applicable, on a timely basis and furnished all forms, statements, certifications, reports and documents required to be filed or furnished by it with or to the SEC under the Exchange Act or the Securities Act pursuant to applicable securities statutes, regulations, policies and rules since December 31, 2015 2004 (the “Company Applicable Date”) (the collectively, such forms, statements, reports and documents filed with or furnished to the SEC since the Company Applicable Date and December 31, 2004, or those filed with or furnished to the SEC subsequent to the date hereof including any amendments theretoof this Agreement, and as amended, the “"Company SEC Reports”"). Each of the Company SEC Reports, at the time of its filing or being furnished complied, or if not yet 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 XxxxxxxxSarbanes-Xxxxx Oxley Act of 2002 2002, as amended (the “Xxxxxxxx"Sarbanes-Xxxxx Act”Oxley"), and any rules xxx xxx xxxxx and regulations promulgated thereunder applicable xxxxxxxxxx xxplicable to the Company SEC Reports. As of their respective dates (orand, if amended prior to the date hereofamended, as of the date of such amendment), ) the Company SEC Reports did not, and any of the Company SEC Reports filed with or furnished with to the SEC subsequent to the date hereof of this Agreement will not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading.

Reports; Financial Statements. (i) The Company Each of Parent and, to the knowledge of the executive officers of Parent, AT&T Corporation, a New York corporation ("T"), has filed or furnished, as applicable, on a timely basis and furnished all forms, statements, certifications, reports and documents required to be filed or furnished by it with or to the SEC under the Exchange Act or the Securities Act pursuant to applicable securities statutes, regulations, policies and rules since December 31, 2015 2004 (the “Company Applicable Date”) (the collectively, such forms, statements, reports and documents filed with or furnished to the SEC since the Company Applicable Date and December 31, 2004, or those filed with or furnished to the SEC subsequent to the date hereof including any amendments theretoof this Agreement, and as amended, the “Company SEC "Parent Reports”" and the "T Reports", respectively). Each of the Company SEC ReportsParent Reports and, to the knowledge of the executive officers of Parent, the T Reports at the time of its filing or being furnished complied, or if not yet filed or furnishedfurnished in the case of Parent Reports, will comply, as to form, in all material respects with the applicable requirements of the Securities Act, the Exchange Act and the XxxxxxxxSarbanes-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”)Oxley, and any rules and regulations promulgated thereunder applicable txxxxxxxxx xxxxicable to the Company SEC Parent Reports and the T Reports, as the case may be. As of their respective dates (orand, if amended prior to the date hereofamended, as of the date of such amendment)) the Parent Reports and, to the knowledge of the executive officers of Parent, the Company SEC T Reports did not, and any of the Company SEC Parent Reports filed with or furnished with to the SEC subsequent to the date hereof of this Agreement will not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading.

Reports; Financial Statements. (i) The Company has filed or furnished, as applicable, on a timely basis and furnished all forms, statements, certifications, reports and documents required to be filed or furnished by it with or to the SEC under the Exchange Act or the Securities Act pursuant to applicable securities statutes, regulations, policies and rules since December 31, 2015 2004 (the “Company Applicable Date”) (the collectively, such forms, statements, reports and documents filed with or furnished to the SEC since the Company Applicable Date and December 31, 2004, or those filed with or furnished to the SEC subsequent to the date hereof including any amendments theretoof this Agreement, and as amended, the “"Company SEC Reports”"). Each of the Company SEC Reports, at the time of its filing or being furnished complied, or if not yet 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 XxxxxxxxSarbanes-Xxxxx Oxley Act of 2002 2002, as amended (the “Xxxxxxxx"Sarbanes-Xxxxx Act”Oxley"), and any rules and xxx xxxxx xxx regulations promulgated thereunder applicable thxxxxxxxx xxxxxcable to the Company SEC Reports. As of their respective dates (orand, if amended prior to the date hereofamended, as of the date of such amendment), ) the Company SEC Reports did not, and any of the Company SEC Reports filed with or furnished with to the SEC subsequent to the date hereof of this Agreement will not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading.

Reports; Financial Statements. (i) The Company has filed or furnished, as applicable, on a timely basis and furnished all forms, statements, certifications, reports and documents required to be filed or furnished by it with or to the SEC under the Exchange Act or the Securities Act pursuant to applicable securities statutes, regulations, policies and rules since December 31, 2015 2004 (the “Company Applicable Date”) (the collectively, such forms, statements, reports and documents filed with or furnished to the SEC since the Company Applicable Date and December 31, 2004, or those filed with or furnished to the SEC subsequent to the date hereof including any amendments theretoof this Agreement, and as amended, the “"Company SEC Reports”"). Each of the Company SEC Reports, at the time of its filing or being furnished complied, or if not yet 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 Xxxxxxxx-Xxxxx Act of 2002 2002, as amended (the “"Xxxxxxxx-Xxxxx Act”Xxxxx"), and any rules and regulations promulgated thereunder applicable to the Company SEC Reports. As of their respective dates (orand, if amended prior to the date hereofamended, as of the date of such amendment), ) the Company SEC Reports did not, and any of the Company SEC Reports filed with or furnished with to the SEC subsequent to the date hereof of this Agreement will not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading.

Reports; Financial Statements. (a) Since November 30, 2010, (i) The the Company has timely filed or furnishedfurnished all reports, schedules, forms, statements and other documents required to be filed or furnished by it with the SEC, all of which have complied as of their respective filing dates in all material respects with all applicable requirements of the Securities Act of 1933, as applicableamended and the rules and regulations promulgated thereunder (the “Securities Act”), on a timely basis the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 and the rules and regulations promulgated thereunder (the “Xxxxxxxx-Xxxxx Act”) and (ii) the Company will file prior to the Effective Time all reports, schedules, forms, statements, certifications, reports statements and other documents required to be filed or furnished by it with the SEC prior to such time. 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 Exchange Xxxxxxxx-Xxxxx Act with respect to any report, schedule, form, statement or the Securities Act since December 31, 2015 (the “Company Applicable Date”) (the forms, statements, reports and documents other document filed or furnished since by the Company Applicable Date and those filed or furnished subsequent to with the date hereof including any amendments theretoSEC since November 30, 2010 (the “Company SEC Reports”). Each None of the Company SEC Reports, including any financial statements or schedules included or incorporated by reference therein, at the time of its filing filed, contained (or being furnished complied, or if not yet filed or furnished, will comply, 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 any rules and regulations promulgated thereunder applicable to the Company SEC Reports. As of their respective dates (or, if amended prior to the date hereof, as of the date of such amendment), the Company SEC Reports did not, and any of the Company SEC Reports filed or furnished with the SEC subsequent to the date hereof will not, contain when filed) any untrue statement of a material fact or omit omitted to state a material fact required to be stated therein or necessary in order to make the statements made therein, in light of the circumstances in under which they were made, not misleading. As of the date of this Agreement, there are no outstanding or unresolved comments in comment letters received from the SEC staff with respect to the Company SEC Reports. None of the Company’s Subsidiaries is required to file periodic reports with the SEC pursuant to the Exchange Act and prior to November 30, 2010, the Company was not required to file periodic reports with the SEC pursuant to the Exchange Act.

Reports; Financial Statements. (i) The Company ARB has filed or furnished, as applicable, on a timely basis all forms, statements, certifications, reports and documents required to be filed or furnished by it with the SEC under the Exchange Act or the Securities Act since December 31, 2015 (the “Company Applicable Date”) Date (the forms, statements, reports and documents filed or furnished since the Company Applicable Date and those filed or furnished subsequent to the date hereof including any amendments thereto, the “Company SEC ARB Reports”). Each of the Company SEC ARB Reports, at the time of its filing or being furnished complied, or if not yet filed or furnished, will comply, in all material respects with the applicable requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 (the “XxxxxxxxSxxxxxxx-Xxxxx Act”), and any rules and regulations promulgated thereunder applicable to the Company SEC ARB Reports. As of their respective dates (or, if amended prior to the date hereof, as of the date of such amendment), ) the Company SEC ARB Reports did not, and any of the Company SEC ARB Reports filed or furnished with the SEC subsequent to the date hereof will not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading.

Reports; Financial Statements. (i) The Company Each of Parent and, to the knowledge of the executive officers of Parent, AT&T Corporation, a New York corporation ("T"), has filed or furnished, as applicable, on a timely basis and furnished all forms, statements, certifications, reports and documents required to be filed or furnished by it with or to the SEC under the Exchange Act or the Securities Act pursuant to applicable securities statutes, regulations, policies and rules since December 31, 2015 2004 (the “Company Applicable Date”) (the collectively, such forms, statements, reports and documents filed with or furnished to the SEC since the Company Applicable Date and December 31, 2004, or those filed with or furnished to the SEC subsequent to the date hereof including any amendments theretoof this Agreement, and as amended, the “Company SEC "Parent Reports”" and the "T Reports", respectively). Each of the Company SEC ReportsParent Reports and, to the knowledge of the executive officers of Parent, the T Reports at the time of its filing or being furnished complied, or if not yet filed or furnishedfurnished in the case of Parent Reports, will comply, 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”)Xxxxx, and any rules and regulations promulgated thereunder applicable to the Company SEC Parent Reports and the T Reports, as the case may be. As of their respective dates (orand, if amended prior to the date hereofamended, as of the date of such amendment)) the Parent Reports and, to the knowledge of the executive officers of Parent, the Company SEC T Reports did not, and any of the Company SEC Parent Reports filed with or furnished with to the SEC subsequent to the date hereof of this Agreement will not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading.