Common use of SEC Filings; Financial Statements Clause in Contracts

SEC Filings; Financial Statements. (a) Brekford has filed all forms, reports and documents required to be filed with the Securities and Exchange Commission (“SEC”) since January 1, 2016, and has heretofore delivered or made available to the Company, in the form filed with the SEC, together with any amendments thereto, its (i) Annual Report on Form 10-K for the fiscal year ended December 31, 2015, (ii) all proxy statements relating to Brekford’s meetings of stockholders (whether annual or special) held since January 1, 2016, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2016, and (iv) all other reports or registration statements filed by Brekford with the SEC since January 1, 2016 (collectively, the “Brekford SEC Reports”). The Brekford SEC Reports (i) were prepared substantially in accordance with the requirements of the 1933 Act (as defined in Section 10.4 hereof), or the Exchange Act as the case may be, and the rules and regulations promulgated under each of such respective acts, and (ii) did not at the time they were filed 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.

SEC Filings; Financial Statements. (a) Brekford The Company (or its predecessor, Constellation Oldco Services, Inc., now a 100% owned Company Subsidiary ("Oldco")) has filed all forms, reports reports, statements and other documents required to be filed with the Securities and Exchange Commission (“the "SEC”") since January 1August 4, 20161995, the date of Oldco's initial public offering, and has heretofore delivered or made available furnished to the CompanyAcquiror, in the form filed with the SECSEC since such date, together with any amendments thereto, its (i) Annual Report Reports on Form 10-K for the fiscal year ended December 31, 2015K, (ii) all Quarterly Reports on Form 10-Q, (iii) all proxy statements relating to Brekford’s meetings of stockholders (whether annual or special) held since January 1, 2016), (iiiiv) Quarterly Report all reports on Form 108-Q for the fiscal quarter ended September 30, 2016K, and (ivv) all other reports or registration statements filed by Brekford with the SEC since January 1, 2016 Company (collectively, the “Brekford "Company SEC Reports”"). The Brekford As of their respective filing dates, the Company SEC Reports (i) were prepared substantially complied as to form in accordance all material respects with the requirements of the 1933 Act (as defined in Section 10.4 hereof), or the Exchange Act as the case may be, and the rules and regulations promulgated under each of such respective actsSecurities Act, and (ii) did not at the time they were filed 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.

SEC Filings; Financial Statements. (a) Brekford The Company has filed all forms, reports and documents (including all exhibits thereto) required to be filed with the Securities and Exchange Commission (“SEC”) SEC since January 1July 2, 20161997, and (except for preliminary materials) has heretofore delivered or made available to the CompanyParent, in the form filed with the SEC, together with any amendments thereto, its (i) Annual Report Reports on Form 10-K for the fiscal year years ended December 31, 20151998 and December 31, 1997, respectively, (ii) Quarterly Reports on Form 10-Q for the fiscal quarters ended March 31, 1999, June 30, 1999 and September 30, 1999, (iii) all proxy statements relating to Brekford’s the Company's meetings of stockholders shareholders (whether annual or special) held since January 1July 2, 2016, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2016, 1997 and (iv) all other reports or registration statements filed by Brekford the Company with the SEC since January 1July 2, 2016 1997 (collectively, the “Brekford "SEC Reports”"). The Brekford SEC Reports (i) were prepared substantially at the time filed complied in accordance all material respects with the requirements of the 1933 Securities Act of 1933, as amended (as defined in Section 10.4 hereofthe "Securities Act"), or the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, and (ii) did not at the time they were filed 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 is required to file any statements or reports with the SEC pursuant to Sections 13(a) or 15(d) of the Exchange Act.

SEC Filings; Financial Statements. (a) Brekford The Company has filed all forms, reports and documents required to be filed with the United States Securities and Exchange Commission (“the "SEC”") since January 1, 2016, and has heretofore delivered or made available to the Company, in the form filed with the SEC, together with any amendments thereto, its Parent (i) its Annual Report on Form 10-K for the fiscal year ended December 31, 20151996, (ii) all other reports or registration statements filed by the Company with the SEC since January 1, 1997, (iii) all proxy statements relating to Brekford’s the Company's meetings of stockholders (whether annual or special) held since January 1, 2016, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 20161997, and (iv) all other amendments and supplements to all such reports or and registration statements filed by Brekford the Company with the SEC since January 1, 2016 ((i)(iv) collectively, the “Brekford "COMPANY SEC Reports”REPORTS"). The Brekford Except as disclosed in SCHEDULE 4.06, the Company SEC Reports (ia) were prepared substantially in all material respects in accordance with the requirements of the 1933 Securities Act (as defined in Section 10.4 hereof), or the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, and (iib) did not at the time they were 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 Company's Subsidiaries is required to file any forms, reports or other documents with the SEC.

SEC Filings; Financial Statements. (a) Brekford The Company has filed all forms, reports and documents required to be filed with the Securities and Exchange Commission (“SEC”) SEC since January 1June 30, 20161994, and has heretofore delivered or made available to the Company, in the form filed with the SEC, together with any amendments thereto, its including (i) its Annual Report Reports on Form 10-K for the fiscal year years ended June 30, 1994, 1995 and 1996, (ii) its Quarterly Reports on Form 10-Q for the quarterly periods ending September 30, 1996 and December 31, 20151996, (iiiii) all proxy statements relating to Brekford’s the Company's meetings of stockholders shareholders (whether annual or special) held since January 1, 2016, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September June 30, 20161994, and (iv) all other reports or registration statements (other than Reports on Form 10-Q not referred to in clause (ii) above) filed by Brekford Parent with the SEC since January 1June 30, 2016 1992, and (v) all amendments and supplements to all such reports and registration statements filed by the Company with the SEC (collectively, the “Brekford "Company SEC Reports”"). The Brekford Company SEC Reports (i) were prepared substantially in all material respects in accordance with the requirements of the 1933 Securities Act (as defined in Section 10.4 hereof), or the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, and (ii) did not at the time they were 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 Company's subsidiaries is required to file any forms, reports or other documents with the SEC.

SEC Filings; Financial Statements. (a) Brekford The Company has filed all forms, reports and documents required to be filed by it with the Securities and Exchange Commission (“SEC”) SEC since January 1December 31, 20161996, and has heretofore delivered or made available to the CompanyParent, in the form filed with the SEC, together with any amendments thereto, its (i) its Annual Report Reports on Form 10-K for the fiscal year years ended December 31December31, 20151996, 1997 and 1998, respectively, (ii) all proxy allproxy statements relating to Brekford’s the Company's meetings of stockholders (whether annual or special) held since January 1December 31, 20161996, and (iii) iii)all other forms, reports and other registration statements (other than Quarterly Report Reports on Form 10-Q for the fiscal quarter ended September 30, 2016, and (ivQ) all other reports or registration statements filed by Brekford the Company with the SEC since January 1December 31, 2016 1996 (the forms, reports and other documents referred to in clauses (i), (ii) and (iii) above being referred to herein, collectively, as the “Brekford "SEC Reports”"). The Brekford SEC Reports (i) were prepared substantially in accordance with the requirements of the 1933 Securities Act of 1933, as amended (as defined in Section 10.4 hereofthe "Securities Act"), or and the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, and (iithereunder,(ii) did not at the time they were filed 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, and (iii) were filed in a timely manner. No Subsidiary of the Company was or is required to file any form, report or other document with the SEC.

SEC Filings; Financial Statements. (a) Brekford U S WEST has filed all forms, reports and documents required to be filed with the Securities and Exchange Commission (“SEC”) SEC since January 1June 12, 20161998, and has heretofore delivered or made available to the CompanyQwest, in the form filed with the SEC, together with any amendments thereto, its (i) Annual Report Reports on Form 10-K for the fiscal year ended December 31, 20151998, (ii) all proxy statements relating to Brekford’s U S WEST's meetings of stockholders (whether annual or special) held since January 1June 12, 20161998, (iii) Quarterly Report Reports on Form 10l0-Q for the fiscal quarter ended September 30March 31, 2016, 1999 and (iv) all other reports or registration statements filed by Brekford U S WEST with the SEC since January 1June 12, 2016 1998 (collectively, the “Brekford "U S WEST SEC Reports”"). The Brekford U S WEST SEC Reports (i) were prepared substantially in accordance with the requirements of the 1933 Securities Act (as defined in Section 10.4 hereof), or the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, and (ii) did not at the time they were filed 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.

SEC Filings; Financial Statements. (a) Brekford The Company has filed all forms, reports and documents required to be filed by it with the Securities and Exchange Commission (“SEC”) SEC since January 1December 31, 20161994, and has heretofore delivered or made available to the CompanyParent, in the form filed with the SEC, together with any amendments thereto, its (i) its Annual Report Reports on Form 10-K for the fiscal year years ended December 31, 20151994, 1995 and 1996, respectively, (ii) all its Quarterly Report on Form 10-Q for the period ended Marcx 00, 0000, (xxx) xxx proxy statements relating to Brekford’s the Company's meetings of stockholders (whether annual or special) held since January 1December 31, 2016, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2016, 1994 and (iv) all other forms, reports or and other registration statements (other than Quarterly Reports on Form 10-Q not referred to in clause (ii) above) filed by Brekford the Company with the SEC since January 1December 31, 2016 1994 (the forms, reports and other documents referred to in clauses (i), (ii), (iii) and (iv) above being referred to herein, collectively, as the “Brekford "SEC Reports”"). The Brekford SEC Reports (i) were prepared substantially in accordance with the requirements of the 1933 Securities Act of 1933, as amended (as defined in Section 10.4 hereofthe "Securities Act"), or and the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, thereunder and (ii) did not not, at the time they were filed (or at the effective date thereof with respect to registration statements under the Securities Act), 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.not

SEC Filings; Financial Statements. (a) Brekford Parent has filed all forms, reports and documents required to be filed by it with the Securities and Exchange Commission (“SEC”) SEC since January 1December 31, 20161998, and has heretofore delivered or made available to the CompanyParent, in the form filed with the SEC, together with any amendments thereto, its (i) its Annual Report Reports on Form 10-K for the fiscal year years ended December 31, 20151998 and 1999, respectively, (ii) its Quarterly Reports on Form 10-Q for the periods ended March 31, 2000 and June 30, 2000, (iii) all proxy statements relating to Brekford’s Parent's meetings of stockholders (whether annual or special) held since January 1December 31, 2016, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2016, 1998 and (iv) all other forms, reports or and other registration statements filed by Brekford Parent with the SEC since January 1December 31, 2016 1998 (the forms, reports and other documents referred to in clauses (i), (ii), (iii) and (iv) above being referred to herein, collectively, as the “Brekford "Parent SEC Reports”"). The Brekford Parent SEC Reports (i) were prepared substantially in accordance with the requirements of the 1933 Securities Act (as defined in Section 10.4 hereof), or and the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, and (ii) did not not, at the time they were filed filed, 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, and (iii) were filed in a timely manner. No subsidiary of Parent, except Blockbuster Corporation and the Company, is required to file any form, report or other document with the SEC.

SEC Filings; Financial Statements. (a) Brekford The Company has filed all forms, reports and documents required to be filed by it with the Securities and Exchange Commission (“SEC”) SEC since January 1September 18, 20161998, and has heretofore delivered or made available to the CompanyParent, in the form filed with the SEC, together with any amendments thereto, its (i) its Annual Report Reports on Form 10-K for the fiscal year years ended December 31, 20151998 and 1999, respectively, (ii) its Quarterly Reports on Form 10-Q for the periods ended March 31, 2000 and June 30, 2000, (iii) all proxy statements relating to Brekford’s the Company's meetings of stockholders (whether annual or special) held since January 1September 18, 2016, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 20161998, and (iv) all other forms, reports or and other registration statements filed by Brekford the Company with the SEC since January 1September 18, 2016 1998 (the forms, reports and other documents referred to in clauses (i), (ii), (iii) and (iv) above being referred to herein, collectively, as the “Brekford "Company SEC Reports”"). The Brekford Company SEC Reports (i) were prepared substantially in accordance with the requirements of the 1933 Securities Act (as defined in Section 10.4 hereof), or and the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, and (ii) did not not, at the time they were filed filed, 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, and (iii) were filed in a timely manner. Except as set forth in Section 3.06 of the Company Disclosure Schedule, no subsidiary of the Company was or is required to file any form, report or other document with the SEC.

SEC Filings; Financial Statements. (a) Brekford U S WEST has filed all forms, reports and documents required to be filed with the Securities and Exchange Commission (“SEC”) SEC since January 1June 12, 20161998, and has heretofore delivered or made available to the CompanyGlobal, in the form filed with the SEC, together with any amendments thereto, its (i) Annual Report Reports on Form 10-K for the fiscal year years ended December 31, 20151996, 1997 and 1998, (ii) all proxy statements relating to Brekford’s U S WEST's meetings of stockholders (whether annual or special) held since January 1, 20161996, (iii) Quarterly Report Reports on Form 10-Q for the fiscal quarter quarters ended March 31, June 30, September 30, 20161998, and March 31, 1999 and (iv) all other reports or registration statements filed by Brekford U S WEST with the SEC since January 1, 2016 1996 (collectively, the “Brekford "U S WEST SEC Reports”"). The Brekford U S WEST SEC Reports (i) were prepared substantially in accordance with the requirements of the 1933 Securities Act (as defined in Section 10.4 hereof), or the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, and (ii) did not at the time they were filed 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.

SEC Filings; Financial Statements. (a) Brekford Telco has --------------------------------- filed all forms, reports and documents required to be filed with the Securities and Exchange Commission (“"SEC”") since January 1August 9, 20161996, and has heretofore delivered or made available to the CompanyEXCEL, in the form filed with the SEC, together with any amendments thereto, its (i) Annual Report on Form 10-K for the fiscal year ended December 31, 20151996, (ii) all proxy statements relating to Brekford’s Telco's meetings of stockholders (whether annual or special) held since January 1August 9, 20161996, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30March 31, 20161997, and (iv) all other reports or registration statements filed by Brekford Telco with the SEC since January 1August 9, 2016 1996 (collectively, the “Brekford "Telco SEC Reports”"). The Brekford Telco SEC Reports (i) were prepared substantially in accordance with the requirements of the 1933 Act (as defined in Section 10.4 hereof), or the Exchange Act as the case may be, and the rules and regulations promulgated under each of such respective acts, and (ii) did not at the time they were filed 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.

SEC Filings; Financial Statements. (a) Brekford The Company has --------------------------------- filed all forms, reports and documents required to be filed with the Securities and Exchange Commission (“SEC”) SEC since January 1, 20161994, and has heretofore delivered or made available to the CompanyParent, in the form filed with the SEC, together with any amendments thereto, its (i) Annual Report Reports on Form 10-K for the fiscal year years ended December 31April 30, 20151995 and April 30, 1994, respectively, (ii) all proxy statements relating to Brekford’s the Company's meetings of stockholders shareholders (whether annual or special) held since January 1, 2016, 1993 or to be held thereafter and (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2016, and (iv) all other reports or registration statements (other than Reports on Form 10-Q) filed by Brekford the Company with the SEC since January 1, 2016 1994 (collectively, the “Brekford "SEC Reports”"). ----------- The Brekford SEC Reports (i) were prepared substantially in accordance with the requirements of the 1933 Securities Act of 1933, as amended (as defined in Section 10.4 hereofthe "Securities Act"), or the Exchange Act Act, -------------- as the case may be, and the rules and regulations promulgated under each of such respective acts, and (ii) did not at the time they were filed filed, or in the case of registration statements, at the time they became effective 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 is required to file any statements or reports with SEC pursuant to Sections 13(a) or 15(d) of the Exchange Act.

SEC Filings; Financial Statements. (a) Brekford EXCEL has --------------------------------- filed all forms, reports and documents required to be filed with the Securities and Exchange Commission (“SEC”) SEC since January 1May 9, 20161996, and has heretofore delivered or made available to the CompanyTelco, in the form filed with the SEC, together with any amendments thereto, its (i) Annual Report on Form 10-K for the fiscal year ended December 31, 20151996, (ii) all proxy statements relating to Brekford’s EXCEL's meetings of stockholders (whether annual or special) held since January 1May 9, 20161996, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30March 31, 20161997, and (iv) all other reports or registration statements filed by Brekford EXCEL with the SEC since January 1May 9, 2016 1996 (collectively, the “Brekford "EXCEL SEC Reports”"). The Brekford EXCEL SEC Reports (i) were prepared substantially in accordance with the requirements of the 1933 Act (as defined in Section 10.4 hereof), or the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, and (ii) did not at the time they were filed 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.

SEC Filings; Financial Statements. (a) Brekford Global has filed all forms, reports and documents required to be filed with the Securities and Exchange Commission (“the "SEC”") since January 1, 20161998, and has heretofore delivered or made available to the CompanyU S WEST, in the form filed with the SEC, together with any amendments thereto, its (i) Annual Report on Form 10-K for the fiscal year ended December 31, 20151998, (ii) all proxy statements relating to Brekford’s Global's meetings of stockholders (whether annual or special) held since January 1, 20161998, (iii) Quarterly Report Reports on Form 10-Q for the fiscal quarter quarters ended March 31, June 30 and September 30, 20161998, and (iv) all other reports or registration statements filed by Brekford Global with the SEC since January 1, 2016 1998 (collectively, the “Brekford "Global SEC Reports”"). The Brekford Global SEC Reports (i) were prepared substantially in accordance with the requirements of the 1933 Securities Act or the Exchange Act (as defined in Section 10.4 Article X hereof), or the Exchange Act as the case may be, and the rules and regulations promulgated under each of such respective acts, and (ii) did not at the time they were filed 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.

SEC Filings; Financial Statements. (a) Brekford has filed all forms, reports and documents required to be filed with the Securities and Exchange Commission (“SEC”) SEC since January 1, 2016, and has heretofore delivered or made available to the Company, in the form filed with the SEC, together with any amendments thereto, its (i) Annual Report on Form 10-K for the fiscal year ended December 31, 2015, (ii) all proxy statements relating to Brekford’s meetings of stockholders (whether annual or special) held since January 1, 2016, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30March 31, 20162017, and (iv) all other reports or registration statements filed by Brekford with the SEC since January 1, 2016 (collectively, the “Brekford SEC Reports”). The Brekford SEC Reports (i) were prepared substantially in accordance with the requirements of the 1933 Act (as defined in Section 10.4 hereof), or the Exchange Act as the case may be, and the rules and regulations promulgated under each of such respective acts, and (ii) did not at the time they were filed 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.

SEC Filings; Financial Statements. (a) Brekford Such FE Subsidiary has filed all forms, reports and documents required to be filed by such FE Subsidiary with the Securities and Exchange Commission (“SEC”) SEC since January 1, 20161998, and has heretofore delivered or made available to the Company, DLC in the form filed with the SEC, together with any amendments thereto, its (i) Annual Report Reports on Form 10-K for the fiscal year ended December 31, 20151997, (ii) all proxy statements relating to Brekford’s its meetings of stockholders (whether annual or special) held since January 1, 20161997, (iii) Quarterly Report Reports on Form 10-Q for the fiscal quarter ended March 31, 1998, June 30, 1998 and September 30, 20161998, and (iv) all other reports or registration statements filed by Brekford such FE Subsidiary with the SEC since January 1, 2016 1998 (collectively, the “Brekford "FE Subsidiaries SEC Reports”"). The Brekford FE Subsidiaries SEC Reports (i) were prepared substantially in accordance with the requirements of the 1933 Securities Act (of 1933, as defined in Section 10.4 hereof), amended or the Securities Exchange Act of 1934, as amended, as the case may be, and the rules and regulations promulgated under each of such respective acts, and (ii) did not at the time they were filed 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.

SEC Filings; Financial Statements. (a) Brekford Each of Voicestream and its Significant Subsidiaries has filed all forms, reports and documents required to be filed with the Securities and Exchange Commission (“SEC”) SEC since January 1, 2016, and has heretofore delivered or made available to the Company, in the form filed with the SEC1999, together with any amendments and exhibits thereto, its (i) its Annual Report on Form 10-K for the fiscal year ended December 31, 20151999, (ii) all proxy statements relating to Brekford’s meetings of stockholders (whether annual or special) held since January 1, 20161999, (iii) its Quarterly Report on Form 10-Q for the fiscal quarter ended September 30March 31, 2016, 2000 and (iv) all other reports or registration statements filed by Brekford each of Voicestream and its Significant Subsidiaries with the SEC since January 1, 2016 1999 (collectively, the “Brekford "VOICESTREAM SEC Reports”REPORTS"). The Brekford Taking into account any amendments and supplements filed prior to the date of this Agreement, the Voicestream SEC Reports (i) were prepared substantially in accordance with the requirements of the 1933 Securities Act (as defined in Section 10.4 hereof), or the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, and (ii) did not at the time they were filed 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.

SEC Filings; Financial Statements. (a) Brekford The Company has filed all forms, reports and documents required to be filed by it with the Securities and Exchange Commission (“SEC”) SEC since January 1December 31, 20161997, and has heretofore delivered or made available to the CompanyParent, in the form filed with the SEC, together with any amendments thereto, its (i) its Annual Report Reports on Form 10-K for the fiscal year years ended December 31, 20151997, 1998 and 1999, respectively, (ii) its Quarterly Reports on Form 10-Q for the periods ended March 31, 2000 and June 30, 2000, (iii) all proxy statements relating to Brekford’s the Company's meetings of stockholders (whether annual or special) held since January 1December 31, 2016, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2016, 1997 and (iv) all other forms, reports or and other registration statements (other than Quarterly Reports on Form 10-Q not referred to in clause (ii) above) filed by Brekford the Company with the SEC since January 1December 31, 2016 1999 (the forms, reports and other documents referred to in clauses (i), (ii), (iii) and (iv) above being, collectively, the “Brekford "SEC Reports”REPORTS"). The Brekford SEC Reports (ix) were prepared substantially in accordance with either the requirements of the 1933 Securities Act of 1933, as amended (as defined in Section 10.4 hereofthe "SECURITIES ACT"), or the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective actsthereunder, and (iiy) did not not, at the time they were filed filed, or, if amended, as of the date of such 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. No Subsidiary is required to file any form, report or other document with the SEC under Section 13(a) or 15(d) of the Exchange Act.

SEC Filings; Financial Statements. (a) Brekford The Company has filed all forms, reports and documents required to be filed with the Securities and Exchange Commission SEC since December 31, 1995 (“SEC”) since January 1collectively, 2016the "Company SEC Reports"), and has heretofore delivered or made available to the Company, in the form filed with the SEC, together with any amendments thereto, its WEC (i) its Quarterly Report on Form 10-Q for the periods ended April 4, 1998 and July 4, 1998, and its Annual Report on Form 10-K for the fiscal year period ended December 31, 20151997, (ii) all proxy statements relating to Brekford’s the Company's meetings of stockholders (whether annual or special) held since January 1December 31, 20161997, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2016, and (iv) all other reports or registration statements filed by Brekford the Company with the SEC since January 1December 31, 2016 1997, and (collectively, v) all amendments and supplements to all such reports and registration statements filed by the “Brekford SEC Reports”)Company with the SEC. The Brekford Company SEC Reports (i) were prepared substantially in accordance with the requirements of the 1933 Securities Act of 1933, as amended (as defined in Section 10.4 hereofthe "Securities Act"), or the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, and (ii) did not at the time they were 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.

SEC Filings; Financial Statements. (a) Brekford The Company has filed all forms, reports and documents (including all exhibits thereto) required to be filed with the Securities and Exchange Commission (“SEC”) SEC since January 1June 16, 20161999, and has heretofore delivered or made available to the CompanyParent, in the form filed with the SEC, together with any amendments thereto, its (i) Annual Report on Form 10-K for the fiscal year ended December 31Xxxxx 00, 20150000, (ii) all proxy statements relating to Brekford’s meetings of stockholders (whether annual or special) held since January 1, 2016, (iiixx) Quarterly Report on Form 10-Q for the fiscal quarter ended September June 30, 20162001, (iii) all proxy statements relating to the Company's meetings of stockholders (whether annual or special) held since June 16, 1999 and (iv) all other reports or registration statements filed by Brekford the Company with the SEC since January 1June 16, 2016 1999 (collectively, the “Brekford "SEC Reports”"). The Brekford Except as set forth in Schedule 4.5, the SEC Reports (i) were prepared substantially at the time filed complied as to form in accordance all material respects with the requirements of the 1933 Securities Act of 1933, as amended (as defined in Section 10.4 hereofthe "Securities Act"), or the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, and (ii) did not at the time they were filed 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 is required to file any statements or reports with the SEC pursuant to Sections 13(a) or 15(d) of the Exchange Act.

SEC Filings; Financial Statements. (a) Brekford The Company has filed all forms, reports and documents required to be filed by it with the Securities and Exchange Commission (“SEC”) since January 1, 2016, and has heretofore delivered or made available to the CompanyInvestors, in the form filed with the SEC, together with any amendments thereto, (a) its (i) Annual Report Reports on Form 10-K for the fiscal year ended December 31, 20152002, (iib) its Quarterly Reports on Form 10-Q for the periods ended March 31, June 30 and September 30, 2003, (c) all proxy statements relating to Brekford’s the Company's meetings of stockholders shareholders (whether annual or special) held since January 1, 2016, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2016, in this period and (ivd) all other forms, reports or and other registration statements filed by Brekford the Company with the SEC since January 1, 2016 2003 (the forms, reports and other documents referred to in clauses (a), (b), (c) and (d) above being referred to herein, collectively, as the “Brekford "SEC Reports”"). The Brekford SEC Reports (i) were prepared substantially in all material respects in accordance with the requirements of the 1933 Act (as defined in Section 10.4 hereof)Securities Act, or and the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, thereunder and (ii) did not not, at the time they were filed filed, 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. No Subsidiary is required to file any form, report or other document with the SEC.

SEC Filings; Financial Statements. (a) Brekford The Company has filed or furnished, as the case may be, all forms, reports and documents required to be filed or furnished by it with the Securities and Exchange Commission (“SEC”) SEC since January 1June 20, 20162002, and has heretofore delivered or made available to the Company, in the form filed with the SEC, together with any amendments thereto, its Parent (i) its Annual Report Reports on Form 10-K K, as amended, for the fiscal year years ended September 30, 2002, 2003 and 2004, respectively, (ii) its Quarterly Reports on Form 10-Q for the period ended December 31, 20152004, (iiiii) all proxy statements relating to Brekford’s the Company's meetings of stockholders (whether annual or special) held since January 1June 20, 2016, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2016, 2002 and (iv) all other forms, reports or and other registration statements (other than Quarterly Reports on Form 10-Q not referred to in clause (ii) above) filed by Brekford the Company with the SEC since January 1June 20, 2016 2002 (the forms, reports and other documents referred to in clauses (i), (ii), (iii) and (iv) above being, collectively, the “Brekford "Company SEC Reports”"). The Brekford Company SEC Reports (i) were prepared substantially in accordance with either the requirements of the 1933 Securities Act of 1933, as amended (as defined in Section 10.4 hereofthe "Securities Act"), or the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, thereunder and (ii) did not not, at the time they were filed filed, or, if amended or supplemented, as of the date of such amendment or supplement, 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. No Subsidiary is required to file any form, report or other document with the SEC.

SEC Filings; Financial Statements. (a) Brekford The Company has filed with the SEC all forms, reports reports, schedules, statements and other documents required to be filed with the Securities and Exchange Commission (“SEC”) since January 1, 2016, by it and has heretofore delivered or made available previously furnished to the Company, in the form filed with the SEC, together with any amendments thereto, its Acquiror a true and complete copy of each of (i) its Annual Report on Form 10-K for the fiscal year ended December 31, 2015, 1997 (ii) all proxy statements relating to Brekford’s meetings of stockholders (whether annual or special) held since January 1its Quarterly Report on Form I0-Q for the period ended March 31, 20161998, (iii) a copy of its proposed Quarterly Report on Form 10Foxx 00-Q for the fiscal quarter X xxx xxx xxxxxx ended September June 30, 20161998 (which is to be filed on August 14, 1998), and (iv) all other reports or registration statements other correspondence filed by Brekford it with the SEC pursuant to Exchange Act since January 1, 2016 1998, in each case as filed (or to be filed) with the SEC (collectively, together with any forms, reports and documents filed by the “Brekford Company with the SEC after the date hereof until the Closing, the "Company SEC Reports”"). The Brekford SEC Reports (i) were prepared substantially Each such report, when filed, complied in accordance all material respects with the requirements of the 1933 Act (as defined in Section 10.4 hereof), or the Exchange Act as the case may be, and the applicable rules and regulations promulgated under each thereunder and, as of their respective dates, none of such respective acts, and (ii) did not at the time they were filed contain reports 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 therein, in the light of the circumstances under which they were made, not misleading.

SEC Filings; Financial Statements. (a) Brekford Parent has filed all forms, reports and documents required to be filed with the Securities and Exchange Commission (“SEC”) since January 1, 2016, and has heretofore delivered or made available to the Company, in the form filed with the SEC, together with any amendments thereto, its (i) its Annual Report on to Stockholders and Form 10-K for the fiscal year ended December 31, 20152004, (ii) all proxy statements relating to Brekford’s meetings of stockholders (whether annual or special) held since January 1, 2016, (iii) its Quarterly Report Reports on Form 10-Q for the fiscal quarter periods ended September March 31, 2005, June 30, 20162005 and September 20, and 2005, (iii) its Proxy Statement for the Annual Meeting of Stockholders held on June 13, 2005, (iv) all other reports or registration statements on Form 8-K required to be filed by Brekford it since December 31, 2004, and (v) all amendments or supplements to all such reports required to be filed by it with the SEC since January 1, 2016 Securities and Exchange Commission (collectively, the “Brekford " SEC Reports”"). The Brekford SEC Reports (i) were prepared substantially in accordance with the requirements of the 1933 Act (as defined in Section 10.4 hereof), or the Exchange Act as the case may be, and the rules and regulations promulgated under each of such respective acts, and (ii) did not at the time they were filed (or if amended or superseded by a filing on or prior to the date hereof, 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. The Purchaser is a newly organized entity and does not have any financial statements or results of operations.

SEC Filings; Financial Statements. (a) Brekford The Company has filed all forms, reports and documents required to be filed with the Securities and Exchange Commission (“SEC”) since January 1, 2016, SEC and has heretofore delivered or made available to the Company, in the form filed with the SEC, together with any amendments thereto, its Parent (i) its Annual Report Reports on Form 10-K for the fiscal years ended December 31, 1997 and 1996 and its Annual Report on Form 10-KSB for the fiscal year ended December 31, 20151995, (ii) its Quarterly Reports on Form 10-Q for the periods ended September 30, 1996, March 31, 1997, June 30, 1997, September 30, 1997, and March 31, 1998 and (iii) its Registration Statement on Form SB-2, No. 33-89266 as declared effective by the SEC on May 3, 1995, (iv) all proxy statements relating to Brekford’s the Company's meetings of stockholders (whether annual or special) held since January 1, 20161996, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2016, and (ivv) all other reports or registration statements filed by Brekford the Company with the SEC, and (vi) all amendments and supplements to all such reports and registration statements filed by the Company with the SEC since January 1, 2016 (collectively, the “Brekford "COMPANY SEC Reports”REPORTS"). The Brekford Except as disclosed in Section 2.7 of the Company Disclosure Schedule, the Company SEC Reports (i) were prepared substantially in all material respects in accordance with the requirements of the 1933 Securities Act (as defined in Section 10.4 hereof), or the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, and (ii) did not at the time they were 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.. 9

SEC Filings; Financial Statements. (a) Brekford Each of the Company and Envirotest Technologies, Inc., a Subsidiary of the Company, has filed all forms, reports and documents required to be filed by it with the Securities and Exchange Commission (“SEC”) SEC since January 1September 30, 2016, 1996 and has heretofore delivered or made available to the CompanyParent, in the form filed with the SEC, together with any amendments thereto, its (i) the Company's Annual Report Reports on Form 10-K for the fiscal year years ended December 31September 30, 20151996 and 1997, (ii) all proxy statements relating to Brekford’s the Company's meetings of stockholders (whether annual or special) held since January 1September 30, 20161996, and (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2016, and (iv) all other forms, reports or and other registration statements filed by Brekford the Company with the SEC since January 1September 30, 2016 1996 (the forms, reports and other documents referred to in clauses (i), (ii) and (iii) above being referred to herein, collectively, as the “Brekford "SEC Reports”"). The Brekford SEC Reports (i) were prepared substantially in accordance with the requirements of the 1933 Securities Act of 1933, as amended (as defined in Section 10.4 hereofthe "Securities Act"), or and the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, thereunder and (ii) did not at the time they were filed 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. Except for Envirotest Technologies, Inc., no Subsidiary is required to file any form, report or other document with the SEC.

SEC Filings; Financial Statements. (a) Brekford The Company has filed all forms, reports and documents required to be filed by it with the Securities and Exchange Commission (“SEC”) SEC since January 1April 30, 2016, 1996 and has heretofore delivered or made available to the CompanyParent, in the form filed with the SEC, together with any amendments thereto, its (i) its Annual Report Reports on Form 10-KSB for the fiscal years ended April 30, 1997 and 1998 and on form 10-K for the fiscal year ended December 31April 30, 20151999, respectively, (ii) its Quarterly Reports on Form 10-Q for the periods ended July 31, 1999 and October 31, 1999, (iii) all proxy statements relating to Brekford’s the Company's meetings of stockholders (whether annual or special) held since January 1, 2016, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September April 30, 2016, 1996 and (iv) all other forms, reports or and other registration statements (other than Quarterly Reports on Form 10-Q not referred to in clause (ii) above) filed by Brekford the Company with the SEC since January 1April 30, 2016 1999 (the forms, reports and other documents referred to in clauses (i), (ii), (iii) and (iv) above being, collectively, the “Brekford "SEC Reports”"). The Brekford SEC Reports (i) were prepared substantially in accordance with either the requirements of the 1933 Securities Act of 1933, as amended (as defined in Section 10.4 hereofthe "Securities Act"), or the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective actsthereunder, and (ii) did not not, at the time they were filed filed, or, if amended, as of the date of such 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.. No Subsidiary is required to file any form, report or other document with the SEC. 21 17

SEC Filings; Financial Statements. (a) Brekford The Company has filed all forms, reports and documents required to be filed by it with the Securities and Exchange Commission (“SEC”) SEC since January February 1, 2016, 1999 and has heretofore delivered or made available to the CompanyBuyer, in the form filed with the SECSEC (excluding any exhibits thereto), together with any amendments thereto, its (i) its Annual Report Reports on Form 10-K for the fiscal year years ended December January 31, 20151999, January 31, 1998 and January 31, 1997, (ii) its Quarterly Report on Form 10-Q for the period ended May 1, 1999, (iii) all proxy statements relating to Brekford’s the Company's meetings of stockholders (whether annual or special) held since January February 1, 2016, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2016, 1997 and (iv) all other forms, reports or and other registration statements (other than Quarterly Reports on Form 10-Q not referred to in clause (ii) above and preliminary materials) filed by Brekford the Company with the SEC since January February 1, 2016 1997 (the forms, reports and other documents referred to in clauses (i), (ii), (iii) and (iv) above being referred to herein, collectively, as the “Brekford "COMPANY SEC Reports”REPORTS"). The Brekford Company SEC Reports and any forms, reports and other documents filed by the Company with the SEC after the date of this Agreement (ix) were prepared substantially in all material respects in accordance with the requirements of the 1933 Securities Act (as defined in Section 10.4 hereof), or and the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, thereunder and (iiy) did not at the time they were filed 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. No Material Subsidiary is required to file any form, report or other document with the SEC.

SEC Filings; Financial Statements. (a) Brekford DCDC has filed all forms, reports and documents required to be filed with the Securities and Exchange Commission (“SEC”) since January 1, 2016, SEC and has heretofore delivered or made available to the Company, in the form filed with the SEC, together with any amendments thereto, its IMSI copies of: (i) its Annual Report on Form 10-K KSB for the fiscal year ended December 31June 30, 20152000, (ii) all its Quarterly Report on Form 10-QSB for the period ended Marxx 00, 0000, (xxx) xxl proxy statements relating to Brekford’s DCDC's meetings of stockholders (whether annual or special) held since January 1, 2016, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 20161998, and (iv) all other reports or registration statements filed by Brekford DCDC with the SEC since January 1, 2016 1998, and (v) all amendments and supplements to all such reports and registration statements filed by DCDC with the SEC pursuant to the requirements of the Securities Act or the Exchange Act ((i) - (iv) collectively, the “Brekford "DCDC SEC Reports”"). The Brekford Except as disclosed in Schedule 4.8, the DCDC SEC Reports (i) were prepared substantially as to form in all material respects in accordance with the requirements of the 1933 Securities Act (as defined in Section 10.4 hereof), or the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, be and (ii) did not at the time they were filed (or if amended or superseded by a subsequent filing, 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 DCDC's subsidiaries is required to file any forms, reports or other documents with the SEC.

SEC Filings; Financial Statements. (a) Brekford Qwest has filed all forms, reports and documents required to be filed with the Securities and Exchange Commission (“SEC”) SEC since January 1, 20161998, and has heretofore delivered or made available to the CompanyU S WEST, in the form filed with the SEC, together with any amendments thereto, its (i) Annual Report on Form 10-K for the fiscal year ended December 31, 20151998, (ii) all proxy statements relating to Brekford’s Qwest's meetings of stockholders (whether annual or special) held since January 1, 20161998, (iii) Quarterly Report Reports on Form 10-Q for the fiscal quarter ended September 30March 31, 20161999, and (iv) all other reports or registration statements filed by Brekford Qwest with the SEC since January 1, 2016 1998 (collectively, the “Brekford "Qwest SEC Reports”"). The Brekford Qwest SEC Reports (i) were prepared substantially in accordance with the requirements of the 1933 Securities Act or the Exchange Act (as defined in Section 10.4 Article 9 hereof), or the Exchange Act as the case may be, and the rules and regulations promulgated under each of such respective acts, and (ii) did not at the time they were filed 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.

SEC Filings; Financial Statements. (ai) Brekford The Company has filed all forms, reports and documents required to be filed by it with the Securities and Exchange Commission (“SEC”) SEC since January 1December 31, 20161995, and has heretofore delivered or made available to the CompanyBuyer, in the form filed with the SEC, together with any amendments thereto, (A) its (i) Annual Report Reports on Form 10-K for the fiscal year years ended December 31, 20151995, 1996, and 1997, respectively, (iiB) its Quarterly Reports on Form 10-Q for the period ended March 31, 1997 and March 31, 1998, (C) all proxy statements relating to Brekford’s the Company's meetings of stockholders shareholders (whether annual or special) held since January 1December 31, 20161995, and (iiiD) all other forms, reports and other registration statements (other than Quarterly Report Reports on Form 10-Q for the fiscal quarter ended September 30, 2016, and not referred to in clause (ivB) all other reports or registration statements above) filed by Brekford the Company with the SEC since January 1December 31, 2016 1995 (the forms, reports and other documents referred to in clauses (A), (B), (C) and (D) above being referred to herein, collectively, as the “Brekford "SEC Reports”"). The Brekford SEC Reports (ix) were prepared substantially in accordance with the requirements of the 1933 Securities Act of 1933, as amended (as defined in Section 10.4 hereofthe "Securities Act"), or and the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, thereunder and (iiy) did not not, at the time they were filed (or at the effective date thereof with respect to registration statements under the Securities Act), 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.

SEC Filings; Financial Statements. (a) Brekford The Company has filed all forms, reports and documents required to be filed by it with the Securities and Exchange Commission (“the "SEC”") since January 1December 31, 20161999, and has heretofore delivered or made available to the CompanyBuyer, in the form filed with the SECSEC (excluding any exhibits thereto), together with any amendments thereto, its (i) its Annual Report Reports on Form 10-K for the fiscal year ended December 31, 20151999, (ii) its Quarterly Reports on Form 10-Q for the quarters ended March 31, 2000, June 30, 2000 and September 30, 2000, (iii) all proxy statements relating to Brekford’s the Company's meetings of stockholders (whether annual or special) held since January 1on or after December 31, 2016, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 20161999, and (iv) all other forms, reports and other registration statements, including any and all amendments or registration statements supplements to any of the items referred to herein, filed by Brekford the Company with the SEC since January 1December 31, 2016 1999 (the forms, reports and other documents referred to in clauses (i), (ii), (iii) and (iv) above being referred to herein, collectively, as the “Brekford "Company SEC Reports”"). The Brekford Company SEC Reports (ix) were prepared substantially in accordance with the requirements of the 1933 Securities Act and the Securities Exchange Act of 1934, as amended (as defined in Section 10.4 hereofthe "Exchange Act"), or the Exchange Act as the case may be, and the rules and regulations promulgated under each of such respective actsthereunder, and (iiy) did not at the time they were filed 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.

SEC Filings; Financial Statements. (a) Brekford The Company has filed or furnished, as the case may be, all forms, reports and documents required to be filed or furnished by it with the Securities and Exchange Commission (“SEC”) SEC since January 1, 20162002, and has heretofore delivered or made available to the Company, in the form filed with the SEC, together with any amendments thereto, its Parent (i) its Annual Report Reports on Form 10-K K, as amended, for the fiscal year years ended December 31, 20152002, 2003 and 2004, respectively, (ii) its Quarterly Reports on Form 10-Q for the periods ended March 31, 2005 and June 30, 2005, (iii) all proxy statements relating to Brekford’s the Company's meetings of stockholders (whether annual or special) held since January 1, 2016, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2016, 2002 and (iv) all other forms, reports or and other registration statements (other than Quarterly Reports on Form 10-Q not referred to in clause (ii) above) filed by Brekford the Company with the SEC since January 1, 2016 2002 (the forms, reports and other documents referred to in clauses (i), (ii), (iii) and (iv) above being, collectively, the “Brekford "Company SEC Reports”"). The Brekford Company SEC Reports (i) were prepared substantially in accordance with either the requirements of the 1933 Securities Act of 1933, as amended (as defined in Section 10.4 hereofthe "Securities Act"), or the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, thereunder and (ii) did not not, at the time they were filed filed, or, if amended or supplemented, as of the date of such amendment or supplement, 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. No Subsidiary is required to file any form, report or other document with the SEC.

SEC Filings; Financial Statements. (a) Brekford The Company has filed all forms, reports and documents required to be filed by it with the Securities and Exchange Commission (“SEC”) SEC since January 1December 7, 20162000, and has heretofore delivered or made available to the CompanyParent, in the form filed with the SEC, together with any amendments thereto, its (i) its Annual Report Reports on Form 10-K for the fiscal year years ended December 31, 20152001, 2002 and 2003, respectively, (ii) all proxy statements relating to Brekford’s meetings of stockholders (whether annual or special) held since January 1, 2016, (iii) its Quarterly Report Reports on Form 10-Q for the fiscal quarter periods ended March 31, 2004, June 30, 2004, and September 30, 20162004, and (iviii) all other forms, reports or and other registration statements (other than Quarterly Reports on Form 10-Q not referred to in clause (ii) above) filed by Brekford the Company with the SEC since January 1December 7, 2016 2000 (the forms, reports and other documents referred to in clauses (i), (ii) and (iii) above being, collectively, the “Brekford "Company SEC Reports”"). The Brekford Company SEC Reports (iy) were prepared substantially in all material respects in accordance with either the requirements of the 1933 Securities Act (as defined in Section 10.4 hereof), or the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective actsthereunder, and (iiz) did not not, at the time they were filed filed, or, if amended, as of the date of such 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. The Subsidiary is not required to file any form, report or other document with the SEC.

SEC Filings; Financial Statements. (a) Brekford The Company has filed all forms, reports and documents required to be filed by it with the Securities and Exchange Commission (“SEC”) SEC since January July 1, 20161999, and has heretofore delivered or made available to the Company, in the form filed with the SEC, together with any amendments thereto, its including (i) its Transition Report on Form 10-K for the Transition Period from July 1, 2000 to December 31, 2000, (ii) its Annual Report on Form 10-K for the fiscal year fiscxx xxxx xxxxx Xxxx 00, 2000, (iii) its Quarterly Reports on Form 10-Q for the periods ended December June 30, 2001 and March 31, 20152001, (iiiv) all proxy statements relating to Brekford’s the Company's meetings of stockholders (whether annual or special) held since January July 1, 20161999 and (v) all other forms, reports and other registration statements (iii) other than Quarterly Report Reports on Form 10-Q for the fiscal quarter ended September 30, 2016, and not referred to in clause (iviii) all other reports or registration statements above) filed by Brekford the Company with the SEC since January July 1, 2016 1999 (the forms, reports and other documents referred to in clauses (i) - (v) above being, collectively, the “Brekford "SEC Reports”"). The Brekford SEC Reports (i) were prepared substantially in accordance with either the requirements of the 1933 Securities Act of 1933, as amended (as defined in Section 10.4 hereofthe "Securities Act"), or the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective actsthereunder, and (ii) did not not, at the time they were filed filed, or, if amended, as of the date of such 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.

SEC Filings; Financial Statements. (a) Brekford The Company has filed all forms, reports and documents required to be filed by it with the Securities and Exchange Commission (“the "SEC”") since January 1--- December 31, 20161999, and has heretofore delivered or made available to the CompanyBuyer, in the form filed with the SECSEC (excluding any exhibits thereto), together with any amendments thereto, its (i) its Annual Report Reports on Form 10-K for the fiscal year years ended December 31, 20151999 and 2000, (ii) its Quarterly Reports on Form 10-Q for the quarters ended March 31, 2000, June 30, 2000 and September 30, 2000, (iii) all proxy statements relating to Brekford’s the Company's meetings of stockholders (whether annual or special) held since January 1on or after December 31, 2016, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 20161999, and (iv) all other forms, reports and other registration statements, including any and all amendments or registration statements supplements to any of the items referred to herein, filed by Brekford the Company with the SEC since January 1December 31, 2016 1999 (the forms, reports and other documents referred to in clauses (i), (ii), (iii) and (iv) above being referred to herein, collectively, as the “Brekford "Company SEC Reports”"). The Brekford Company SEC Reports (ix) were ------------------- prepared substantially in accordance with the requirements of the 1933 Securities Act and the Securities Exchange Act of 1934, as amended (as defined in Section 10.4 hereofthe "Exchange Act"), or the Exchange Act as the case ------------ may be, and the rules and regulations promulgated under each of such respective actsthereunder, and (iiy) did not at the time they were filed 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.

SEC Filings; Financial Statements. (a) Brekford The Company has filed all forms, reports reports, statements and other documents required to be filed with the Securities and Exchange Commission (“the "SEC”") since January 1, 2016, and has heretofore delivered or made available to the CompanyAcquiror, in the form filed with the SEC, together with any amendments thereto, copies of its (i) Annual Report Reports on Form 10-K for the fiscal year ended December 31and all Quarterly Reports on Form 10-Q filed since April 1, 20151994, (ii) all proxy statements relating to Brekford’s meetings of stockholders (whether annual or special) held since January 1Aprix 0, 20160000, (iiixxx) Quarterly Report xxx reports on Form 108-Q for the fiscal quarter ended September 30K since March 31, 2016, 1997 and (iv) all other reports or registration statements filed by Brekford with the SEC Company since January April 1, 2016 1994 (collectively, the “Brekford "Company SEC Reports”"). The Brekford As of their respective filing dates the Company SEC Reports Reports, as amended pursuant to the amendments described in Schedule 3.6, (i) were prepared substantially complied as to form in accordance all material respects with the requirements of the 1933 Act (as defined in Section 10.4 hereof), or the Exchange Act as the case may be, and the rules and regulations promulgated under each Securities Act of such respective acts1933, as amended (the "Securities Act") and (ii) did not at the time they were filed 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.

SEC Filings; Financial Statements. (a) Brekford The Company --------------------------------- has filed all forms, reports and documents required to be filed by it with the Securities and Exchange Commission (“SEC”) SEC since January 1December 31, 20161994, and has heretofore delivered or made available to the CompanyParent, in the form filed with the SEC, together with any amendments thereto, its (i) its Annual Report Reports on Form 10-K for the fiscal year years ended December 31, 20151994, 1995, and 1996, respectively, (ii) its Quarterly Reports on Form 10-Q for the periods ended March 31 and June 30, 1997, (iii) all proxy statements relating to Brekford’s the Company's meetings of stockholders shareholders (whether annual or special) held since January 1December 31, 2016, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 20161994, and (iv) all other forms, reports or and other registration statements (other than Quarterly Reports on Form 10-Q not referred to in clause (ii) above) filed by Brekford the Company with the SEC since January 1December 31, 2016 1994 (the forms, reports and other documents referred to in clauses (i), (ii), (iii) and (iv) above being referred to herein, collectively, as the “Brekford "SEC Reports”"). The Brekford SEC Reports (i) were prepared substantially in all material ----------- respects in accordance with the applicable requirements of the 1933 Securities Act of 1933, as amended (as defined in Section 10.4 hereofthe "Securities Act"), or and the Exchange Act Act, as the case may -------------- be, and the rules and regulations promulgated under each of such respective acts, thereunder and (ii) did not at the time they were filed 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. No Subsidiary is required to file any form, report or other document with the SEC.

SEC Filings; Financial Statements. (a) Brekford The Company has filed all forms, reports and documents required to be filed by it with the Securities and Exchange Commission (“SEC”) SEC since January 1December 31, 20161999, and has heretofore delivered or made available to the CompanyBuyer, in the form filed with the SECSEC (excluding any exhibits thereto), together with any amendments thereto, its (i) its Annual Report Reports on Form 10-K for the fiscal year years ended December 31, 20151999 and 2000, (ii) its Quarterly Reports on Form 10-Q for the quarters ended March 31, 2000, June 30, 2000, September 30, 2000 and Xxxxx 00, 0000, (xxx) all proxy statements relating to Brekford’s the Company's meetings of stockholders (whether annual or special) held since January 1on or after December 31, 2016, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 20161999, and (iv) all other forms, reports and other registration statements, including any and all amendments or registration statements supplements to any of the items referred to herein, filed by Brekford the Company with the SEC since January 1December 31, 2016 1999 (the forms, reports and other documents referred to in clauses (i), (ii), (iii) and (iv) above being referred to herein, collectively, as the “Brekford "Company SEC Reports”"). The Brekford Company SEC ------------------- Reports (ix) were prepared substantially in accordance with the requirements of the 1933 Securities Act and the Securities Exchange Act of 1934, as amended (as defined in Section 10.4 hereofthe "Exchange Act"), or the Exchange Act as ------------ the case may be, and the rules and regulations promulgated under each of such respective actsthereunder, and (iiy) did not at the time they were filed 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.

SEC Filings; Financial Statements. (a) Brekford has filed all forms, reports and documents required to be filed with the Securities and Exchange Commission (“SEC”) SEC since January 1, 2016, and has heretofore delivered or made available to the Company, in the form filed with the SEC, together with any amendments thereto, its (i) Annual Report on Form 10-K for the fiscal year ended December 31, 2015, (ii) all proxy statements relating to Brekford’s meetings of stockholders (whether annual or special) held since January 1, 2016, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30March 31, 20162017, and (iv) all Table of Contents other reports or registration statements filed by Brekford with the SEC since January 1, 2016 (collectively, the “Brekford SEC Reports”). The Brekford SEC Reports (i) were prepared substantially in accordance with the requirements of the 1933 Act (as defined in Section 10.4 hereof), or the Exchange Act as the case may be, and the rules and regulations promulgated under each of such respective acts, and (ii) did not at the time they were filed 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.

SEC Filings; Financial Statements. (a) Brekford The Company has filed all forms, reports and documents required to be filed with the Securities and Exchange Commission (“SEC”) SEC since January 1, 20161997, and has heretofore delivered or made available to the CompanyPurchaser, in the form filed with the SEC, together with any amendments thereto, its (i) Annual Report Reports on Form 10-K for the fiscal year years ended December 31, 20151996 and December 31, 1997, respectively, (ii) Quarterly Reports on Form 10-Q for the quarters ended March 31, 1998 and June 30, 1998, (iii) all proxy statements relating to Brekford’s the Company's meetings of stockholders (whether annual or special) held since January 1, 2016, (iii) Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2016, 1997 and (iv) all other reports or registration statements (other than Reports on Form 10-Q referred to in clause (ii) above) filed by Brekford the Company with the SEC since January 1, 2016 1997 (collectively, the “Brekford "SEC Reports”"). The Brekford SEC Reports (i) were prepared substantially in accordance with the requirements of the 1933 Securities Act (of 1933, as defined in Section 10.4 hereof)amended, or the Exchange Act Act, as the case may be, and the rules and regulations promulgated under each of such respective acts, and (ii) did not at the time they were filed 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. The Subsidiary is not required to file any statements or reports with SEC pursuant to Sections 13(a) or 15(d) of the Exchange Act.