Common use of Sxxxxxxx-Xxxxx; Internal Accounting Controls Clause in Contracts

Sxxxxxxx-Xxxxx; Internal Accounting Controls. The Company is in compliance in all material respects with any and all applicable requirements of the Sxxxxxxx-Xxxxx Act of 2002 that are effective as of the Execution Date, and any and all applicable rules and regulations promulgated by the Commission thereunder that are effective in all material respects as of the Execution Date and as of the Closing Date. The Company has taken all necessary actions to ensure that, in the time periods required, the Company will maintain a system of internal accounting controls sufficient to provide reasonable assurance that: (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences. The Company has taken all necessary actions to ensure that, in the time periods required, the Company will establish disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the Company and design such disclosure controls and procedures to ensure that all material information required to be disclosed by the Company in the reports to be filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms that are then applicable to the Company.

Sxxxxxxx-Xxxxx; Internal Accounting Controls. The Company is and the Subsidiaries are in compliance in all material respects with any and all applicable requirements of the Sxxxxxxx-Xxxxx Act of 2002 that are effective as of the Execution Datedate hereof, and any and all applicable rules and regulations promulgated by the Commission thereunder that are effective in all material respects as of the Execution Date date hereof and as of the Closing Date. The Company has taken all necessary actions to ensure that, in and the time periods required, the Company will Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that: (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences. The Company has taken all necessary actions to ensure that, in and the time periods required, the Company will establish Subsidiaries have established disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the Company and design the Subsidiaries and designed such disclosure controls and procedures to ensure that all material information required to be disclosed by the Company in the reports to be filed it files or submitted submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms that are then applicable to the Companyforms.

Sxxxxxxx-Xxxxx; Internal Accounting Controls. The Company is and the Subsidiaries are in compliance in all material respects with any and all applicable requirements of the Sxxxxxxx-Xxxxx Act of 2002 that are effective applicable to it as of the Execution Datedate hereof, and any and all applicable rules and regulations promulgated by the Commission thereunder that are effective in all material respects as of the Execution Date date hereof and as of the Closing Date. The Company has taken all necessary actions to ensure that, Except as disclosed in the time periods requiredRegistration Statement and Prospectus, the Company will and the Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that: (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences. The Company has taken all necessary actions to ensure that, in and the time periods required, the Company will establish Subsidiaries have established disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the Company and design the Subsidiaries and designed such disclosure controls and procedures to ensure that all material information required to be disclosed by the Company in the reports to be filed it files or submitted submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms that are then applicable to the Companyforms.

Sxxxxxxx-Xxxxx; Internal Accounting Controls. The Company is and the Subsidiaries are in compliance in all material respects with any and all applicable requirements of the Sxxxxxxx-Xxxxx Act of 2002 that are effective as of the Execution Datedate hereof, and any and all applicable rules and regulations promulgated by the Commission thereunder that are effective in all material respects as of the Execution Date date hereof and as of the Closing Date. The Company has taken all necessary actions to ensure that, in and the time periods required, the Company will Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that: (i) transactions are executed in accordance with management’s general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, ; (iii) access to assets is permitted only in accordance with management’s general or specific authorization, ; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences. The Company has taken all necessary actions to ensure that, in and the time periods required, the Company will establish Subsidiaries have established disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the Company and design the Subsidiaries and designed such disclosure controls and procedures to ensure that all material information required to be disclosed by the Company in the reports to be filed it files or submitted submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms that are then applicable to the Companyforms.

Sxxxxxxx-Xxxxx; Internal Accounting Controls. The Company is and the Subsidiaries are in material compliance in all material respects with any and all applicable requirements of the Sxxxxxxx-Xxxxx Act of 2002 that are effective as of the Execution Datedate hereof, and any and all applicable rules and regulations promulgated by the Commission thereunder that are effective in all material respects as of the Execution Date date hereof and as of the Closing Date. The Company has taken all necessary actions to ensure that, Except as disclosed in the time periods requiredSEC Reports incorporated by reference in the Registration Statement, the Company will and the Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that: (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences. The Company has taken all necessary actions to ensure that, Except as disclosed or incorporated by reference in the time periods requiredRegistration Statement, the Company will establish and the Subsidiaries have established disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the Company and design the Subsidiaries and designed such disclosure controls and procedures to ensure that all material information required to be disclosed by the Company in the reports to be filed it will file or submitted submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms that are then applicable to the Companyforms.

Sxxxxxxx-Xxxxx; Internal Accounting Controls. The Except as may be disclosed in the SEC Reports, the Company is and the Subsidiaries are in compliance in all material respects with any and all applicable requirements of the Sxxxxxxx-Xxxxx Act of 2002 that are effective as of the Execution Datedate hereof, and any and all applicable rules and regulations promulgated by the Commission thereunder that are effective in all material respects as of the Execution Date date hereof and as of the each Closing Date. The Company has taken all necessary actions to ensure that, Except as disclosed in the time periods requiredSEC Reports, the Company will and the Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that: (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences. The Company has taken all necessary actions to ensure that, in and the time periods required, the Company will establish Subsidiaries have established disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the Company and design the Subsidiaries and designed such disclosure controls and procedures to ensure that all material information required to be disclosed by the Company in the reports to be filed it files or submitted submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms that are then applicable to the Companyforms.

Sxxxxxxx-Xxxxx; Internal Accounting Controls. The Company is and the Subsidiaries are in material compliance in all material respects with any and all applicable requirements of the Sxxxxxxx-Xxxxx Act of 2002 that are effective as of the Execution Datedate hereof, and any and all applicable rules and regulations promulgated by the Commission thereunder that are effective in all material respects as of the Execution Date date hereof and as of the Closing Date. The Company has taken all necessary actions to ensure that, in and the time periods required, the Company will Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that: (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences. The Company has taken all necessary actions to ensure that, in and the time periods required, the Company will establish Subsidiaries have established disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the Company and design the Subsidiaries and designed such disclosure controls and procedures to ensure that all material information required to be disclosed by the Company in the reports to be filed it files or submitted submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms that are then applicable to the Companyforms.

Sxxxxxxx-Xxxxx; Internal Accounting Controls. The Company is and the Subsidiaries are in compliance in all material respects with any and all applicable requirements of the Sxxxxxxx-Xxxxx Act of 2002 that are effective as of the Execution Datedate hereof, and any and all applicable rules and regulations promulgated by the Commission thereunder that are effective in all material respects as of the Execution Date date hereof and as of the Closing Date. The Company has taken all necessary actions to ensure that, in and the time periods required, the Company will Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that: (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP IFRS and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences. The Company has taken all necessary actions to ensure that, in and the time periods required, the Company will establish Subsidiaries have established disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the Company and design the Subsidiaries and designed such disclosure controls and procedures to ensure that all material information required to be disclosed by the Company in the reports to be filed it files or submitted submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms that are then applicable to the Companyforms.

Sxxxxxxx-Xxxxx; Internal Accounting Controls. The Company is in material compliance in all material respects with any and all applicable requirements of the Sxxxxxxx-Xxxxx Act of 2002 that are effective as of the Execution Datedate hereof, and any and all applicable rules and regulations promulgated by the Commission thereunder that are effective in all material respects as of the Execution Date date hereof and as of the Closing Date. The Company has taken all necessary actions to ensure that, in the time periods requiredExcept as set forth on Schedule 3.1(s), the Company will maintain maintains a system of internal accounting controls sufficient to provide reasonable assurance that: (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP IFRS and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences. The Company has taken all necessary actions to ensure that, in the time periods required, the Company will establish established disclosure controls and procedures (as defined in Exchange Act Rules Rule 13a-15(e)) and 15d-15(e)) for the Company and design designed such disclosure controls and procedures to ensure that all material information required to be disclosed by the Company in the reports to be filed it files or submitted submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms forms. Since October 31, 2021, there have been no changes in the internal control over financial reporting (as such term is defined in the Exchange Act) of the Company that are then applicable have materially affected, or is reasonably likely to materially affect, the internal control over financial reporting of the Company.

Sxxxxxxx-Xxxxx; Internal Accounting Controls. The Company is and the Subsidiaries are in material compliance in all material respects with any and all applicable requirements of the Sxxxxxxx-Xxxxx Act of 2002 that are effective as of the Execution Datedate hereof, and any and all applicable rules and regulations promulgated by the Commission SEC thereunder that are effective in all material respects as of the Execution Date date hereof and as of the Initial Tranche Closing Date. The Company has taken all necessary actions to ensure that, in and the time periods required, the Company will Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that, except as set forth in the SEC Documents: (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences. The Company has taken all necessary actions to ensure that, in and the time periods required, the Company will establish Subsidiaries have established disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the Company and design the Subsidiaries and designed such disclosure controls and procedures to ensure that all material information required to be disclosed by the Company in the reports to be filed it files or submitted submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the CommissionSEC’s rules and forms that are then applicable to the Companyforms.

Sxxxxxxx-Xxxxx; Internal Accounting Controls. The Company is and the Subsidiaries are in compliance in all material respects with any and all applicable requirements of the Sxxxxxxx-Xxxxx Act of 2002 that are effective as of the Execution Datedate hereof, and any and all applicable rules and regulations promulgated by the Commission thereunder that are effective in all material respects as of the Execution Date date hereof and as of the Closing Date. The Company has taken all necessary actions to ensure that, in and the time periods required, the Company will Subsidiaries maintain a system of “internal accounting controls control over financial reporting” (as such term is defined under the Exchange Act) sufficient to provide reasonable assurance that: (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP IFRS and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences. The Company has taken all necessary actions to ensure that, in and the time periods required, the Company will establish Subsidiaries have established “disclosure controls and procedures procedures” (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the Company and design the Subsidiaries and designed such disclosure controls and procedures to ensure that (i) the information is accumulated and communicated to management of the Company and its subsidiaries, including their respective principal executive officers and principal financial officers, as appropriate and (ii) such disclosure controls and procedures are effective in all material information required respects to be disclosed by perform the Company in the reports to be filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms that are then applicable to the Companyfunctions for which they were established.

Sxxxxxxx-Xxxxx; Internal Accounting Controls. The Except as may be disclosed in the SEC Reports, the Company is and the Subsidiaries are in compliance in all material respects with any and all applicable requirements of the Sxxxxxxx-Xxxxx Act of 2002 that are effective as of the Execution Datedate hereof, and any and all applicable rules and regulations promulgated by the Commission thereunder that are effective in all material respects as of the Execution Date date hereof and as of the each Closing Date. The Company has taken all necessary actions to ensure that, Except as disclosed in the time periods requiredSEC Reports, the Company will and the Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that: (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences. The Company has taken all necessary actions to ensure that, in and the time periods required, the Company will establish Subsidiaries have established disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e15d- 15(e)) for the Company and design the Subsidiaries and designed such disclosure controls and procedures to ensure that all material information required to be disclosed by the Company in the reports to be filed it files or submitted submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms that are then applicable to the Companyforms.