Common use of SEC Filings; Financial Statements; Undisclosed Liabilities Clause in Contracts

SEC Filings; Financial Statements; Undisclosed Liabilities. (a) Company has filed all forms, reports and documents required to be filed by it with the SEC since December 31, 1998. All such required forms, reports and documents, and all exhibits and schedules thereto and documents incorporated by reference therein, (including those filed by Company after the date hereof) are referred to herein as the "Company SEC Reports." As of their respective dates, the Company SEC Reports (i) complied in all material respects with the applicable requirements of the Securities Act or the Exchange Act, as the case may be, and the applicable rules and regulations of the SEC promulgated thereunder; and (ii) did not at the time each such Company SEC Report was filed (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing) contain any untrue statement of a material fact or omit to state a material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. None of the Subsidiaries of Company is required to file any forms, reports or other documents with the SEC.

SEC Filings; Financial Statements; Undisclosed Liabilities. (a) Company has filed all forms, reports and documents required to be filed by it with the SEC since December 31, 1998. All such required forms, reports and documents, and all exhibits and schedules thereto and documents incorporated by reference therein, (including those filed by Company after the date hereof) are referred to herein as the "Company COMPANY SEC ReportsREPORTS." As of their respective dates, the Company SEC Reports (i) complied in all material respects with the applicable requirements of the Securities Act or the Exchange Act, as the case may be, and the applicable rules and regulations of the SEC promulgated thereunder; and (ii) did not at the time each such Company SEC Report was filed (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing) contain any untrue statement of a material fact or omit to state a material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. None of the Subsidiaries of Company is required to file any forms, reports or other documents with the SEC.

SEC Filings; Financial Statements; Undisclosed Liabilities. (a) The Company has filed all forms, reports reports, statements, schedules, certifications and other documents required to be filed by it with the SEC since December 31November 1, 1998. All such required forms2001 (collectively, reports and documents, and all exhibits and schedules thereto and documents incorporated by reference therein, (including those filed by Company after the date hereof) are referred to herein as the "Company “SEC Reports." ”). As of their respective dates, the Company SEC Reports (including any documents or information incorporated by reference therein and including any financial statements or schedules included therein) (i) complied in all material respects with the applicable requirements of the Securities Act or of 1933, as amended (the “Securities Act”), the Exchange Act, as the case may beXxxxxxxx-Xxxxx Act and, and in each case, the applicable rules and regulations of the SEC promulgated thereunder; , and (ii) did not not, at the time each such Company SEC Report was filed (or they were filed, or, if amended or superseded by a filing prior to the date amended, as of this Agreement, then on the date of such filing) amendment, 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 made therein, in the light of the circumstances under which they were made, not misleading. None of the Subsidiaries of Company No Subsidiary is or has been required to file any formsform, reports report, statement, schedule, certification or other documents document with the SEC.

SEC Filings; Financial Statements; Undisclosed Liabilities. (a) Company Parent has filed all forms, reports and documents relating to the HDD Business required to be filed by it with the SEC since December 31, 1998. All such required forms, reports and documents, and all exhibits and schedules thereto and documents incorporated by reference therein, therein (including those filed by Company Parent relating to the HDD Business after the date hereof) are referred to herein as the "Company Parent SEC Reports." As of their respective dates, the Company Parent SEC Reports (i) complied in all material respects with the applicable requirements of the Securities Act or the Exchange Act, as the case may be, and the applicable rules and regulations of the SEC promulgated thereunder; and (ii) did not at the time each such Company Parent SEC Report was filed (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing) 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. None of the Subsidiaries of Company Parent or Spinco is required to file any forms, reports or other documents with the SEC.

SEC Filings; Financial Statements; Undisclosed Liabilities. (a) Except as set forth in Section 3.09(a) of the Company Disclosure Schedule, the Company has filed all forms, reports reports, statements, schedules, and other documents required to be filed by it with the SEC since December 31July 1, 1998. All such required forms, reports and documents, and 2003 (together with all exhibits and schedules thereto and documents all information incorporated therein by reference thereinreference, (including those filed by Company after the date hereof) are referred to herein as the "Company SEC Reports." As of their respective dates, the Company "). The SEC Reports (i) complied were prepared in all material respects accordance with the applicable requirements of the Securities Act or of 1933, as amended (the "Securities Act"), the Exchange Act, as the case may beSarbanes-Oxley Act and, and in each case, the applicable rules and regulations of the SEC promulgated thereunder; promulxxxxx xxxxxxxxer, and (ii) did not not, at the time each such Company SEC Report was filed (or they were filed, or, if amended or superseded by a filing prior to the date hereof, as of this Agreement, then on the date of such filing) amendment, 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 made therein, in the light of the circumstances under which they were made, not misleading. None No Subsidiary of the Subsidiaries of Company is required to file any formsform, reports report, or other documents document with the SEC. The Company has made available to Merger Co all material correspondence between the SEC, on the one hand, and the Company, on the other hand, since July 1, 2003 through the date of this Agreement.

SEC Filings; Financial Statements; Undisclosed Liabilities. (a) The Company has filed all forms, reports reports, statements, schedules, certifications and other documents required to be filed by it with the SEC since December 31January 1, 19982002 (collectively, the “SEC Reports”). All such required forms, reports and documents, and all exhibits and schedules thereto and The SEC Reports (including any documents or information incorporated by reference therein and including any financial statements or schedules included therein, (including those filed by Company after the date hereof) are referred to herein as the "Company SEC Reports." As of their respective dates, the Company SEC Reports (i) at the time they were filed complied in all material respects with the applicable requirements of the Securities Act or of 1933, as amended (the “Securities Act”), the Exchange Act, as the case may beSxxxxxxx-Xxxxx Act and, and in each case, the applicable rules and regulations of the SEC promulgated thereunder; , and (ii) did not not, at the time each such Company SEC Report was filed (or they were filed, or, if amended or superseded by a filing prior to the date amended, as of this Agreement, then on the date of such filing) amendment, 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 made therein, in the light of the circumstances under which they were made, not misleading. None of the Subsidiaries of Company No Subsidiary is or has been required to file any formsform, reports report, statement, schedule, certification or other documents document with the SEC.

SEC Filings; Financial Statements; Undisclosed Liabilities. (a) The Company has filed all forms, reports reports, statements, exhibits, schedules, certifications and other documents required to be filed by it with the SEC since December 31January 1, 19982004 (collectively, the “SEC Reports”). All such required forms, reports and documents, and all exhibits and schedules thereto and The SEC Reports (including any documents or information incorporated by reference therein and including any financial statements or schedules included therein, (including those filed by Company after the date hereof) are referred to herein as the "Company SEC Reports." As of their respective dates, the Company SEC Reports (i) at the time they were filed, complied in all material respects with the applicable requirements of the Securities Act or of 1933, as amended (the “Securities Act”), the Exchange Act, as the case may beSxxxxxxx-Xxxxx Act and, and in each case, the applicable rules and regulations of the SEC promulgated thereunder; , and (ii) did not not, at the time each such Company SEC Report was filed (or they were filed, or, if amended or superseded by a filing prior to the date amended, as of this Agreement, then on the date of such filing) amendment, 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 made therein, in the light of the circumstances under which they were made, not misleading. None of the Subsidiaries of Company is required to file any forms, reports or other documents with the SEC.

SEC Filings; Financial Statements; Undisclosed Liabilities. (a) The Company has filed all forms, reports and documents required to be filed by it with the SEC since December 31, 1998. All such required forms, reports and documents, and all exhibits and schedules thereto and documents incorporated by reference therein, (including those filed by Company after the date hereof) are referred to herein as the "Company SEC Reports." As of their respective dates, Documents. Except to the Company SEC Reports (i) complied in all material respects with the applicable requirements of the Securities Act or the Exchange Act, as the case may be, and the applicable rules and regulations of the SEC promulgated thereunder; and (ii) did not at the time each such Company SEC Report was filed (or if extent amended or superseded by a subsequent filing with the SEC made prior to the date hereof, as of this Agreementtheir respective dates (and if so amended or superseded, then on the date of such filingfiling prior to the date hereof), the Company SEC Documents (i) did not, and in the case of Subsequent SEC Filings will not, contain any untrue statement of a material fact or omit omit, or in the case of Subsequent SEC Filings will not omit, to state 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, and (ii) complied, and in the case of Subsequent SEC Filings will comply, in all material respects with the applicable requirements of the Exchange Act and the Securities Act, as the case may be. None of the Subsidiaries of Company is required to file any forms, reports or other documents with the SEC.

SEC Filings; Financial Statements; Undisclosed Liabilities. (a) The Company has filed all forms, reports reports, statements, schedules, certifications and other documents required to be filed by it with the SEC since December 31November 1, 1998. All such required forms2001 (collectively, reports and documents, and all exhibits and schedules thereto and documents incorporated by reference therein, (including those filed by Company after the date hereof) are referred to herein as the "Company SEC Reports." "). As of their respective dates, the Company SEC Reports (including any documents or information incorporated by reference therein and including any financial statements or schedules included therein) (i) complied in all material respects with the applicable requirements of the Securities Act or of 1933, as amended (the "Securities Act"), the Exchange Act, as the case may beSarbanes-Oxley Act and, and in each case, the applicable rules and regulations of the SEC promulgated thereunder; promuxxxxxx xxxxxxxder, and (ii) did not not, at the time each such Company SEC Report was filed (or they were filed, or, if amended or superseded by a filing prior to the date amended, as of this Agreement, then on the date of such filing) amendment, 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 made therein, in the light of the circumstances under which they were made, not misleading. None of the Subsidiaries of Company No Subsidiary is or has been required to file any formsform, reports report, statement, schedule, certification or other documents document with the SEC.

SEC Filings; Financial Statements; Undisclosed Liabilities. (a) The Company has timely filed all forms, reports reports, statements and other documents (including all exhibits, supplements and amendments thereto) required to be filed by it with the SEC since December 31January 1, 1998. All 2014 up until the filing of its Form 15 with the SEC on May 3, 2016 (collectively, with any amendments thereto, such required formsdocuments as filed with or furnished to the SEC since January 1, reports and documents2014, and all exhibits and schedules thereto and documents incorporated by reference therein, (including those filed by Company after the date hereof) are referred to herein as the "“Company SEC Reports." As of their respective dates, the ”). Each Company SEC Reports Report (including any financial statements or schedules included therein) (i) as of its date and if amended prior to the date hereof as of the date of such amendment, complied as to form in all material respects with the applicable requirements of the Securities Act or the Exchange Act, as the case may be, and the applicable rules and regulations of the SEC promulgated thereunder; and (ii) did not at the time each such Company SEC Report was filed (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing) 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 made therein, in the light of the circumstances under which they were made, not misleading. None The Company is not currently, and no Subsidiary of the Subsidiaries of Company is is, required to file any formsform, reports report or other documents document with the SEC.