Common use of SEC Documents; Internal Controls Clause in Contracts

SEC Documents; Internal Controls. (a) Since January 1, 2019, all reports, including but not limited to the Annual Reports on Form 20-F, and the Reports on Form 6-K (whether filed on a voluntary basis or otherwise), forms, schedules, certifications, prospectuses, registration statements and other documents required to be filed or furnished by Parent or any Parent Subsidiary with or to the SEC have been or will be timely filed or furnished (the “Parent SEC Reports”). Each of the Parent SEC Reports (i) complied in all material respects with the requirements of applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Act), and (ii) as of its effective date (in the case of Parent SEC Reports that are registration statements filed pursuant to the Securities Act) and as of its filing date did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements in any Parent SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution Date.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Navios Maritime Containers L.P.), Agreement and Plan of Merger (Navios Maritime Partners L.P.), Agreement and Plan of Merger (Navios Maritime Partners L.P.)

AutoNDA by SimpleDocs

SEC Documents; Internal Controls. (a) Since January 1, 20192016, all reports, including but not limited to the Annual Reports on Form 20-F, and the Reports on Form 6-K (whether filed on a voluntary basis or otherwise), forms, schedules, certifications, prospectuses, registration statements and other documents required to be filed or furnished by Parent or any Parent Subsidiary with or to the SEC have been or will be timely filed or furnished (the “Parent SEC Reports”). Each of the Parent SEC Reports (i) complied in all material respects with the requirements of applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Act), and (ii) as of its effective date (in the case of Parent SEC Reports that are registration statements filed pursuant to the Securities Act) and as of its filing date did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements in any Parent SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution Date.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Navios Maritime Holdings Inc.), Agreement and Plan of Merger (Navios Maritime Midstream Partners LP), Agreement and Plan of Merger (Navios Maritime Acquisition CORP)

SEC Documents; Internal Controls. (a) Since January 1, 20192016, all reports, including but not limited to the Annual Reports on Form 20-F, F and the Reports on Form 6-K (whether filed on a voluntary basis or otherwise), forms, schedules, certifications, prospectuses, registration statements and other documents required to be filed or furnished by Parent NAP or any Parent NAP Subsidiary with or to the SEC have been or will be timely filed or furnished (the “Parent NAP SEC Reports”). Each of the Parent NAP SEC Reports (i) complied in all material respects with the requirements of applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Act of 2002, as amended, and the rules and regulations promulgated thereunder (the “Xxxxxxxx-Xxxxx Act”)), and (ii) as of its effective date (in the case of Parent NAP SEC Reports that are registration statements filed pursuant to the requirements of the Securities Act) and as of its filing date did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements in any Parent NAP SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution Date.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Navios Maritime Holdings Inc.), Agreement and Plan of Merger (Navios Maritime Midstream Partners LP), Agreement and Plan of Merger (Navios Maritime Acquisition CORP)

SEC Documents; Internal Controls. (a) Since January 1, 2019, all reports, including but not limited to the Annual Reports on Form 20-F, F and the Reports on Form 6-K (whether filed on a voluntary basis or otherwise), forms, schedules, certifications, prospectuses, registration statements and other documents required to be filed or furnished by Parent NMCI or any Parent NMCI Subsidiary with or to the SEC have been or will be timely filed or furnished (the “Parent NMCI SEC Reports”). Each of the Parent NMCI SEC Reports (i) complied in all material respects with the requirements of applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Act of 2002, as amended, and the rules and regulations promulgated thereunder (the “Xxxxxxxx-Xxxxx Act”)), and (ii) as of its effective date (in the case of Parent NMCI SEC Reports that are registration statements filed pursuant to the requirements of the Securities Act) and as of its filing date did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements in any Parent NMCI SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution Date.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Navios Maritime Containers L.P.), Agreement and Plan of Merger (Navios Maritime Partners L.P.), Agreement and Plan of Merger (Navios Maritime Partners L.P.)

SEC Documents; Internal Controls. (a) Since January 1, 20192017, all reports, including but not limited to the Annual Reports on Form 2010-FK, and the Quarterly Reports on Form 610-Q and the Current Reports on Form 8-K (whether filed on a voluntary basis or otherwise), forms, schedules, certifications, prospectuses, registration statements and other documents required to be filed or furnished by Parent DM or any Parent DM Subsidiary with or to the SEC (the “DM SEC Reports”) have been filed or will furnished. For a period of at least twelve calendar months immediately prior to the Execution Date, all DM SEC Reports have been filed in a timely manner. The DM SEC Reports shall not include any reports required to be timely filed or furnished (the “Parent SEC Reports”)by any entity prior to such entity becoming a DM Subsidiary. Each of the Parent DM SEC Reports (i) complied in all material respects with the requirements of applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Act of 2002, as amended, and the rules and regulations promulgated thereunder (the “Xxxxxxxx-Xxxxx Act”)), and (ii) as of its effective date (in the case of Parent DM SEC Reports that are registration statements filed pursuant to the requirements of the Securities Act) and as of its filing date did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements (x) in any Parent DM SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution DateDate or (y) with respect to information supplied in writing by or on behalf of Parent, as to which DM makes no representation or warranty.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Dominion Energy Inc /Va/), Agreement and Plan of Merger (Dominion Energy Midstream Partners, LP)

SEC Documents; Internal Controls. (a) Since January 1, 20192012, all reports, including but not limited to the Annual Reports on Form 2010-FK, and the Quarterly Reports on Form 610-Q and the Current Reports on Form 8-K (whether filed on a voluntary basis or otherwise), forms, schedules, certifications, prospectuses, registration statements and other documents required to be filed or furnished by Parent ACMP or any Parent ACMP Subsidiary with or to the SEC have been or will be timely filed or furnished (the “Parent ACMP SEC Reports”). Each of the Parent ACMP SEC Reports (i) complied in all material respects with the requirements of applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Act), and (ii) as of its effective date (in the case of Parent ACMP SEC Reports that are registration statements filed pursuant to the Securities Act) and as of its filing date did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements (x) in any Parent ACMP SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution DateDate or (y) with respect to information supplied in writing by or on behalf of Xxxxxxxx, as to which ACMP makes no representation or warranty.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Williams Partners L.P.), Agreement and Plan of Merger (Access Midstream Partners Lp)

SEC Documents; Internal Controls. (a) Since January 1, 20192015, all reports, including but not limited to the Annual Reports on Form 2010-FK, and the Quarterly Reports on Form 610-Q and the Current Reports on Form 8-K (whether filed on a voluntary basis or otherwise), forms, schedules, certifications, prospectuses, registration statements and other documents required to be filed or furnished by Parent or any Parent Subsidiary with or to the SEC have been or will be timely filed or furnished (the “Parent SEC Reports”). Each of the Parent SEC Reports (i) complied in all material respects with the requirements of applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Act), and (ii) as of its effective date (in the case of Parent SEC Reports that are registration statements filed pursuant to the Securities Act) and as of its filing date did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements (x) in any Parent SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution DateDate or (y) with respect to information supplied in writing by or on behalf of MLP, as to which Parent makes no representation or warranty.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Delek US Holdings, Inc.), Agreement and Plan of Merger (Alon USA Partners, LP)

SEC Documents; Internal Controls. (a) Since January 1, 20192012, all reports, including but not limited to the Annual Reports on Form 2010-FK, and the Quarterly Reports on Form 610-Q and the Current Reports on Form 8-K (whether filed on a voluntary basis or otherwise), forms, schedules, certifications, prospectuses, registration statements and other documents required to be filed or furnished by Parent WPZ or any Parent WPZ Subsidiary with or to the SEC have been or will be timely filed or furnished (the “Parent WPZ SEC Reports”). Each of the Parent WPZ SEC Reports (i) complied in all material respects with the requirements of applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Act of 2002, as amended, and the rules and regulations promulgated thereunder (the “Xxxxxxxx-Xxxxx Act”)), and (ii) as of its effective date (in the case of Parent WPZ SEC Reports that are registration statements filed pursuant to the requirements of the Securities Act) and as of its filing date did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements (x) in any Parent WPZ SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution DateDate or (y) with respect to information supplied in writing by or on behalf of Xxxxxxxx, as to which WPZ makes no representation or warranty.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Williams Partners L.P.), Agreement and Plan of Merger (Access Midstream Partners Lp)

SEC Documents; Internal Controls. (a) Since January 1, 20192015, all reports, including but not limited to the Annual Reports on Form 2010-FK, and the Quarterly Reports on Form 610-Q and the Current Reports on Form 8-K (whether filed on a voluntary basis or otherwise), forms, schedules, certifications, prospectuses, registration statements and other documents required to be filed or furnished by Parent MLP or any Parent MLP Subsidiary with or to the SEC have been or will be timely filed or furnished (the “Parent MLP SEC Reports”). Each of the Parent MLP SEC Reports (i) complied in all material respects with the requirements of applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Act of 2002, as amended, and the rules and regulations promulgated thereunder (the “Xxxxxxxx-Xxxxx Act”)), and (ii) as of its effective date (in the case of Parent MLP SEC Reports that are registration statements filed pursuant to the requirements of the Securities Act) and as of its filing date did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements (x) in any Parent MLP SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution DateDate or (y) with respect to information supplied in writing by or on behalf of Parent, as to which MLP makes no representation or warranty.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Delek US Holdings, Inc.), Agreement and Plan of Merger (Alon USA Partners, LP)

SEC Documents; Internal Controls. (a) Since January 1, 20192016, all reports, including but not limited to the Annual Reports on Form 2010-FK, and the Quarterly Reports on Form 610-Q and the Current Reports on Form 8-K (whether filed on a voluntary basis or otherwise), forms, schedules, certifications, prospectuses, registration statements and other documents required to be filed or furnished by Parent WPZ or any Parent WPZ Subsidiary with or to the SEC have been or will be timely filed or furnished (the “Parent WPZ SEC Reports”). Each of the Parent WPZ SEC Reports (i) complied in all material respects with the requirements of applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Act of 2002, as amended, and the rules and regulations promulgated thereunder (the “Xxxxxxxx-Xxxxx Act”)), and (ii) as of its effective date (in the case of Parent WPZ SEC Reports that are registration statements filed pursuant to the requirements of the Securities Act) and as of its filing date did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements (x) in any Parent WPZ SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution DateDate or (y) with respect to information supplied in writing by or on behalf of Parent, as to which WPZ makes no representation or warranty.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Williams Partners L.P.)

SEC Documents; Internal Controls. (a) Since January 1, 20192016, all reports, including but not limited to the Annual Reports on Form 2010-FK, and the Quarterly Reports on Form 610-Q and the Current Reports on Form 8-K (whether filed on a voluntary basis or otherwise), forms, schedules, certifications, prospectuses, registration statements and other documents required to be filed or furnished by Parent or any Parent Subsidiary with or to the SEC have been or will be timely filed or furnished (the “Parent SEC Reports”). Each of the Parent SEC Reports (i) complied in all material respects with the requirements of applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Act), and (ii) as of its effective date (in the case of Parent SEC Reports that are registration statements filed pursuant to the Securities Act) and as of its filing date did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements (x) in any Parent SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution DateDate or (y) with respect to information supplied in writing by or on behalf of WPZ, as to which Parent makes no representation or warranty.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Williams Partners L.P.)

SEC Documents; Internal Controls. (a) Since January 1, 20192015, all reports, including but not limited to the Annual Reports on Form 2010-FK, and the Quarterly Reports on Form 610-Q and the Current Reports on Form 8-K (whether filed on a voluntary basis or otherwise), forms, schedules, certifications, prospectuses, registration statements and other documents required to be filed or furnished by Parent RRMS or any Parent RRMS Subsidiary with or to the SEC have been or will be timely filed or furnished (the “Parent RRMS SEC Reports”). Each of the Parent RRMS SEC Reports (i) complied in all material respects with the requirements of applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Act of 2002, as amended, and the rules and regulations promulgated thereunder (the “Xxxxxxxx-Xxxxx Act”)), and (ii) as of its effective date (in the case of Parent RRMS SEC Reports that are registration statements filed pursuant to the requirements of the Securities Act) and as of its filing date did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements (x) in any Parent RRMS SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution DateDate or (y) with respect to information supplied in writing by or on behalf of Parent, as to which RRMS makes no representation or warranty.

Appears in 1 contract

Samples: Agreement and Plan of Merger (SemGroup Corp)

SEC Documents; Internal Controls. (a) Since January 1, 20192007, all reports, including but not limited to the Annual Reports on Form 2010-FK, and the Quarterly Reports on Form 610-K (whether filed Q and the Current Reports on a voluntary basis or otherwise)Form 8-K, forms, schedules, certificationsstatements, prospectuses, registration statements exhibits and other documents required to be filed or furnished by Parent or any Parent Subsidiary WPZ, NWP, and Transco, respectively, with or to the SEC SEC, as applicable, pursuant to the Exchange Act have been or will be timely filed or furnished (the “Parent WPZ SEC Reports”). Each of the Parent WPZ SEC Reports (i) complied or will comply in all material respects with the requirements of applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Act), and (ii) as of its effective date (in the case of Parent SEC Reports that are registration statements filed pursuant to the Securities Act) and as of its filing date did not or will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements in any Parent WPZ SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution Datedate hereof.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Williams Pipeline Partners L.P.)

SEC Documents; Internal Controls. (a) Since January 1, 20192013, all reports, including but not limited to the Annual Reports on Form 2010-FK, and the Quarterly Reports on Form 610-Q and the Current Reports on Form 8-K (whether filed on a voluntary basis or otherwise), forms, schedules, certifications, prospectuses, registration statements and other documents required to be filed or furnished by Parent WPZ or any Parent WPZ Subsidiary with or to the SEC have been or will be timely filed or furnished (the “Parent WPZ SEC Reports”). Each of the Parent WPZ SEC Reports (i) complied in all material respects with the requirements of applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Act of 2002, as amended, and the rules and regulations promulgated thereunder (the “Xxxxxxxx-Xxxxx Act”)), and (ii) as of its effective date (in the case of Parent WPZ SEC Reports that are registration statements filed pursuant to the requirements of the Securities Act) and as of its filing date did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements (x) in any Parent WPZ SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution DateDate or (y) with respect to information supplied in writing by or on behalf of Xxxxxxxx, as to which WPZ makes no representation or warranty.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Williams Companies Inc)

AutoNDA by SimpleDocs

SEC Documents; Internal Controls. (a) Since January 1, 20192020, all reports, including but not limited to the Annual Reports on Form 20-F, F and the Reports on Form 6-K (whether filed on a voluntary basis or otherwise), forms, schedules, certifications, prospectuses, registration statements and other documents required to be filed or furnished by Parent NNA or any Parent NNA Subsidiary with or to the SEC have been or will be timely filed or furnished (the “Parent NNA SEC Reports”). Each of the Parent NNA SEC Reports (i) complied in all material respects with the requirements of applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Act of 2002, as amended, and the rules and regulations promulgated thereunder (the “Xxxxxxxx-Xxxxx Act”)), and (ii) as of its effective date (in the case of Parent NNA SEC Reports that are registration statements filed pursuant to the requirements of the Securities Act) and as of its filing date did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements in any Parent NNA SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution Date.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Navios Maritime Partners L.P.)

SEC Documents; Internal Controls. (a) Since January 1, 20192015, all reports, including but not limited to the Annual Reports on Form 2010-FK, and the Quarterly Reports on Form 610- Q and the Current Reports on Form 8-K (whether filed on a voluntary basis or otherwise), forms, schedules, certifications, prospectuses, registration statements and other documents required to be filed or furnished by Parent RRMS or any Parent RRMS Subsidiary with or to the SEC have been or will be timely filed or furnished (the “Parent RRMS SEC Reports”). Each of the Parent RRMS SEC Reports (i) complied in all material respects with the requirements of applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Act of 2002, as amended, and the rules and regulations promulgated thereunder (the “Xxxxxxxx-Xxxxx Act”)), and (ii) as of its effective date (in the case of Parent RRMS SEC Reports that are registration statements filed pursuant to the requirements of the Securities Act) and as of its filing date did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements (x) in any Parent RRMS SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution DateDate or (y) with respect to information supplied in writing by or on behalf of Parent, as to which RRMS makes no representation or warranty.

Appears in 1 contract

Samples: Agreement and Plan of Merger

SEC Documents; Internal Controls. (a) Since January 1, 20192018, all reports, including but not limited to the Annual Reports on Form 20-F, and the Reports on Form 6-K (whether filed on a voluntary basis or otherwise), forms, schedules, certifications, prospectuses, registration statements and other documents required to be filed or furnished by Parent BNL or any Parent BNL Subsidiary with or to the SEC (whether filed on a voluntary basis or otherwise) have been or will be timely filed or furnished (the “Parent BNL SEC Reports”). Each of the Parent BNL SEC Reports (i) complied in all material respects with the requirements of applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Act), and (ii) as of its effective date (in the case of Parent BNL SEC Reports that are registration statements filed pursuant to the Securities Act) and as of its filing date did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements in any Parent BNL SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution Datedate hereof.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Broadstone Net Lease, Inc.)

SEC Documents; Internal Controls. (a) Since January 1, 20192012, all reports, including but not limited to the Annual Reports on Form 2010-FK, and the Quarterly Reports on Form 610- Q and the Current Reports on Form 8-K (whether filed on a voluntary basis or otherwise), forms, schedules, certifications, prospectuses, registration statements and other documents required to be filed or furnished by Parent WPZ or any Parent WPZ Subsidiary with or to the SEC have been or will be timely filed or furnished (the “Parent WPZ SEC Reports”). Each of the Parent WPZ SEC Reports (i) complied in all material respects with the requirements of applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Act of 2002, as amended, and the rules and regulations promulgated thereunder (the “Xxxxxxxx-Xxxxx Act”)), and (ii) as of its effective date (in the case of Parent WPZ SEC Reports that are registration statements filed pursuant to the requirements of the Securities Act) and as of its filing date did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements (x) in any Parent WPZ SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution DateDate or (y) with respect to information supplied in writing by or on behalf of Xxxxxxxx, as to which WPZ makes no representation or warranty.

Appears in 1 contract

Samples: Agreement and Plan of Merger

SEC Documents; Internal Controls. (a) Since January 1, 20192015, all reports, including but not limited to the Annual Reports on Form 2010-FK, and the Quarterly Reports on Form 610- Q and the Current Reports on Form 8-K (whether filed on a voluntary basis or otherwise), forms, schedules, certifications, prospectuses, registration statements and other documents required to be filed or furnished by Parent or any Parent Subsidiary with or to the SEC have been or will be timely filed or furnished (the “Parent SEC Reports”). Each of the Parent SEC Reports (i) complied in all material respects with the requirements of applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Act), and (ii) as of its effective date (in the case of Parent SEC Reports that are registration statements filed pursuant to the requirements of the Securities Act) and as of its filing date did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements (x) in any Parent SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution Date.Date or

Appears in 1 contract

Samples: Agreement and Plan of Merger

SEC Documents; Internal Controls. (a) Since January 1, 20192007, all reports, including but not limited to the Annual Reports on Form 2010-FK, and the Quarterly Reports on Form 610-K (whether filed Q and the Current Reports on a voluntary basis or otherwise)Form 8-K, forms, schedules, certifications, prospectuses, registration statements and other documents required to be filed or furnished by Parent or any Parent Subsidiary Xxxxxxxx, NWP, Transco and WMZ, respectively, with or to the SEC SEC, as applicable, pursuant to the Exchange Act have been or will be timely filed or furnished (the “Parent SEC Reports”). Each of the Parent The SEC Reports (i) complied or will comply in all material respects with the requirements of applicable Applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Actrules and regulations promulgated thereunder), and (ii) as of its effective date (in the case of Parent SEC Reports that are registration statements filed pursuant to the Securities Act) and as of its filing date did not or will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements in any Parent SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution Datedate hereof; provided, that with respect to the SEC Reports filed or to be filed by Xxxxxxxx, such representation in clause (ii) applies only to the Transferred Businesses and the Transferred Assets.

Appears in 1 contract

Samples: Contribution Agreement (Williams Partners L.P.)

SEC Documents; Internal Controls. (a) Since January 1, 20192012, all reports, including but not limited to the Annual Reports on Form 2010-FK, and the Quarterly Reports on Form 610- Q and the Current Reports on Form 8-K (whether filed on a voluntary basis or otherwise), forms, schedules, certifications, prospectuses, registration statements and other documents required to be filed or furnished by Parent ACMP or any Parent ACMP Subsidiary with or to the SEC have been or will be timely filed or furnished (the “Parent ACMP SEC Reports”). Each of the Parent ACMP SEC Reports (i) complied in all material respects with the requirements of applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Act), and (ii) as of its effective date (in the case of Parent ACMP SEC Reports that are registration statements filed pursuant to the Securities Act) and as of its filing date did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements (x) in any Parent ACMP SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution DateDate or (y) with respect to information supplied in writing by or on behalf of Xxxxxxxx, as to which ACMP makes no representation or warranty.

Appears in 1 contract

Samples: Agreement and Plan of Merger

SEC Documents; Internal Controls. (a) Since January 1, 20192015, all reports, including but not limited to the Annual Reports on Form 2010-FK, and the Quarterly Reports on Form 610-Q and the Current Reports on Form 8-K (whether filed on a voluntary basis or otherwise), forms, schedules, certifications, prospectuses, registration statements and other documents required to be filed or furnished by Parent or any Parent Subsidiary with or to the SEC have been or will be timely filed or furnished (the “Parent SEC Reports”). Each of the Parent SEC Reports (i) complied in all material respects with the requirements of applicable Law (including the Exchange Act, the Securities Act and the Xxxxxxxx-Xxxxx Act), and (ii) as of its effective date (in the case of Parent SEC Reports that are registration statements filed pursuant to the requirements of the Securities Act) and as of its filing date did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for any statements (x) in any Parent SEC Report that may have been modified by an amendment to such report or a subsequent report filed with the SEC prior to the Execution DateDate or (y) with respect to information supplied in writing by or on behalf of RRMS, as to which Parent makes no representation or warranty.

Appears in 1 contract

Samples: Agreement and Plan of Merger (SemGroup Corp)

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