Common use of Xxxxxxxx-Xxxxx; Disclosure Controls Clause in Contracts

Xxxxxxxx-Xxxxx; Disclosure Controls. The Company is in compliance in all material respects with all of the provisions of the Xxxxxxxx-Xxxxx Act of 2002 which are applicable to it as an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as of the Closing Date. The Company has established disclosure controls and procedures (as such term is defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) for the Company and designed such disclosure controls and procedures to ensure that information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. The Company’s certifying officers have evaluated the effectiveness of the Company’s disclosure controls and procedures as of the end of the period covered by the Company’s most recently filed periodic report under the Exchange Act (such date, the “Evaluation Date”). The Company presented in its most recently filed periodic report under the Exchange Act the conclusions of the certifying officers about the effectiveness of the disclosure controls and procedures based on their evaluations as of the Evaluation Date. Since the Evaluation Date, there have been no changes in the Company’s internal control over financial reporting (as such term is defined in the Exchange Act) that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

Appears in 2 contracts

Samples: Securities Purchase Agreement (OncoMed Pharmaceuticals Inc), Share Purchase Agreement (Juno Therapeutics, Inc.)

AutoNDA by SimpleDocs

Xxxxxxxx-Xxxxx; Disclosure Controls. The Company is in compliance in all material respects with all of the applicable provisions of the Xxxxxxxx-Xxxxx Act of 2002 which are applicable to it as an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as of the Closing Date2002. The Company has established disclosure controls and procedures (as such term is defined in Rule Exchange Act Rules 13a-15(e) and 15d-15(e) under the Exchange Act)) for the Company and designed such disclosure controls and procedures to ensure that material information required relating to be disclosed by the Company is made known to the certifying officers by others within those entities, particularly during the period in which the reports it files or submits Company’s most recently filed periodic report under the Exchange Act Act, as the case may be, is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and formsbeing prepared. The Company’s 's certifying officers have evaluated the effectiveness of the Company’s 's disclosure controls and procedures as of the end of the most recent periodic reporting period covered by the Company’s most recently filed periodic report under the Exchange Act (such date, the “Evaluation Date”). The Company presented in its most recently filed periodic report under the Exchange Act the conclusions of the certifying officers about the effectiveness of the disclosure controls and procedures based on their evaluations as of the Evaluation Date. Since the Evaluation Date, except with respect to the remediation of the material weakness in internal control over financial reporting and the ineffectiveness of disclosure controls and procedures as described in the SEC Filings, there have been no significant changes in the Company’s 's internal control controls over financial reporting (as such term is defined in the Exchange ActAct Rules 13a-15(f) that has materially affectedand 15d-15(f)) or, or is reasonably likely to materially affect, the Company’s 's Knowledge, in other factors that could significantly affect the Company's internal control controls over financial reporting.

Appears in 2 contracts

Samples: Securities Purchase Agreement (HydroGen CORP), Securities Purchase Agreement (HydroGen CORP)

Xxxxxxxx-Xxxxx; Disclosure Controls. The Company is in compliance in all material respects with all of the provisions of the Xxxxxxxx-Xxxxx Act of 2002 which are applicable to it as an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as of the Closing Date. The Company has established disclosure controls and procedures (as such term is defined in Rule Exchange Act Rules 13a-15(e) and 15d-15(e) under the Exchange Act)) for the Company and designed such disclosure controls and procedures to ensure that material information required relating to be disclosed by the Company is made known to the certifying officers by others within those entities, particularly during the period in which the reports it files or submits Company’s most recently filed periodic report under the Exchange Act Act, as the case may be, is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and formsbeing prepared. The Company’s certifying officers have evaluated the effectiveness of the Company’s disclosure controls and procedures as of the end of the most recent periodic reporting period covered by the Company’s most recently filed periodic report under the Exchange Act (such date, the “Evaluation Date”). The Company presented in its most recently filed periodic report under the Exchange Act the conclusions of the certifying officers about the effectiveness of the disclosure controls and procedures based on their evaluations as of the Evaluation Date. Since the Evaluation Date, except with respect to the remediation of the material weakness in internal control over financial reporting and the ineffectiveness of disclosure controls and procedures as described in the SEC Filings, there have been no significant changes in the Company’s internal control controls over financial reporting (as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) or, to the Exchange Act) Company’s Knowledge, in other factors that has materially affected, or is could reasonably likely be expected to materially affect, significantly affect the Company’s internal control controls over financial reporting.

Appears in 1 contract

Samples: Securities Purchase Agreement (Jones Soda Co)

AutoNDA by SimpleDocs

Xxxxxxxx-Xxxxx; Disclosure Controls. The Company is in compliance in all material respects with all of the applicable provisions of the Xxxxxxxx-Xxxxx Act of 2002 which are applicable to it as an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as of the Closing Date2002. The Company has established disclosure controls and procedures (as such term is defined in Rule Exchange Act Rules 13a-15(e) and 15d-15(e) under the Exchange Act)) for the Company and designed such disclosure controls and procedures to ensure that material information required relating to be disclosed by the Company is made known to the certifying officers by others within the Company, particularly during the period in which the reports it files or submits Company’s most recently filed periodic report under the Exchange Act is recordedAct, processed, summarized and reported, within the time periods specified in the Commission’s rules and formswas prepared. The Company’s 's certifying officers have evaluated the effectiveness of the Company’s 's disclosure controls and procedures as of the end of the most recent periodic reporting period covered by the Company’s most recently filed periodic report under the Exchange Act (such date, the “Evaluation Date”). The Company presented in its most recently filed periodic report under the Exchange Act the conclusions of the certifying officers about the effectiveness of the disclosure controls and procedures based on their evaluations as of the Evaluation Date. Since the Evaluation Date, there have been no changes and disclosed in such report any change in the Company’s internal control over financial reporting (as that occurred during the period covered by such term is defined in the Exchange Act) report that has materially affected, or is was reasonably likely to materially affect, the Company’s internal control over financial reporting.

Appears in 1 contract

Samples: Securities Purchase Agreement (Edap TMS Sa)

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