Absence of Questionable Payments. Neither the Company nor any of its subsidiaries nor, to the knowledge of the Company, any director, officer, agent, employee or other person acting on behalf of the Company or any of its subsidiaries, has used any corporate or other funds for unlawful contributions, payments, gifts, or entertainment, or made any unlawful expenditures relating to political activity to government officials or others or established or maintained any unlawful or unrecorded funds in material violation of Section 30A of the Exchange Act. Neither the Company nor any of its subsidiaries nor, to the Company's knowledge, any director, officer, agent, employee or other person acting on behalf of the Company or any of its subsidiaries, has accepted or received any unlawful contributions, payments, gifts, or expenditures. To the Company's knowledge, the Company and each of its subsidiaries which is required to file reports pursuant to Section 12 or 15(d) of the Exchange Act is in material compliance with the provisions of Section 13(b) of the Exchange Act.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Heller Financial Inc), Agreement and Plan of Merger (General Electric Capital Corp)
Absence of Questionable Payments. Neither the Company nor any of its subsidiaries nor, to the knowledge of the Company's knowledge, any director, officer, agent, employee or other person acting on behalf of the Company or any of its subsidiaries, has used any corporate or other funds for unlawful contributions, payments, gifts, or entertainment, or made any unlawful expenditures relating to political activity to government officials or others or established or maintained any unlawful or unrecorded funds in material violation of Section 30A of the Exchange Act. Neither the Company nor any of its subsidiaries nor, to the Company's knowledge, any director, officer, agent, employee or other person acting on behalf of the Company or any of its subsidiaries, has accepted or received any unlawful contributions, payments, gifts, or expenditures. To the Company's knowledge, the Company and each of its subsidiaries which is required to file reports pursuant to Section 12 or 15(d) of the Exchange Act is in material compliance with the provisions of Section 13(b) of the Exchange Act.
Appears in 2 contracts
Samples: Tender Offer Agreement (Gilat Satellite Networks LTD), Tender Offer Agreement (Gilat Satellite Networks LTD)
Absence of Questionable Payments. Neither To the Company's knowledge, neither the Company nor any of its subsidiaries nor, to the knowledge of the Company, any director, officer, agent, employee or other person acting on behalf of the Company or any of its subsidiaries, has used any corporate or other funds for unlawful contributions, payments, gifts, or entertainment, or made any unlawful expenditures relating to political activity to government officials or others or established or maintained any unlawful or unrecorded funds in material violation of Section 30A of the Exchange Act. Neither To the knowledge of the Company, neither the Company nor any of its subsidiaries nor, to the Company's knowledge, any director, officer, agent, employee or other person acting on behalf of the Company or any of its subsidiaries, has accepted or received any unlawful contributions, payments, gifts, or expenditures. To the Company's knowledge, the Company and each of its subsidiaries which is required to file reports pursuant to Section 12 or 15(d) of the Exchange Act is in material compliance with the provisions of Section 13(b) of the Exchange Act.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (General Electric Capital Corp), Agreement and Plan of Merger (Security Capital Group Inc/)
Absence of Questionable Payments. Neither the Company nor any of its subsidiaries Subsidiaries nor, to the knowledge Knowledge of the Company, any director, officer, agent, employee or other person Person acting on behalf of the Company or any of its subsidiariesSubsidiaries, has used any corporate or other funds for unlawful contributions, payments, gifts, or entertainment, or made any unlawful expenditures relating to political activity to government officials or others or established or maintained any unlawful or unrecorded funds in material violation of Section 30A of the Exchange Act. Neither the Company nor any of its subsidiaries Subsidiaries nor, to the Knowledge of the Company's knowledge, any current director, officer, agent, employee or other person Person acting on behalf of the Company or any of its subsidiariesSubsidiaries, has accepted or received any unlawful contributions, payments, gifts, gifts or expenditures. To the Company's knowledge, the The Company and each of its subsidiaries which Subsidiaries that is required to file reports pursuant to Section 12 or 15(d) of the Exchange Act is in material compliance with the provisions of Section 13(b) of the Exchange Act.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Printcafe Software Inc), Agreement and Plan of Merger (Electronics for Imaging Inc)
Absence of Questionable Payments. Neither the Company nor any of its subsidiaries nor, Subsidiaries nor to the knowledge of the Company's knowledge, any director, officer, agent, employee or other person Person acting on behalf of the Company or any of its subsidiariesSubsidiaries, has used any corporate or other funds for any unlawful contributionscontribution, paymentspayment, giftsgift, or entertainment, or made any unlawful expenditures expenditure relating to political activity to government officials or others or established or maintained any unlawful or unrecorded funds in material violation of Section 30A of the Exchange Act. Neither the Company nor any of its subsidiaries Subsidiaries nor, to the Company's knowledge, any current director, officer, agent, employee or other person Person acting on behalf of the Company or any of its subsidiariesSubsidiaries, has accepted or received any unlawful contributionscontribution, paymentspayment, gifts, gift or expendituresexpenditure. To the Company's knowledge, the The Company and each of its subsidiaries Subsidiaries which is required to file reports pursuant to Section 12 or 15(d) of the Exchange Act is in material compliance with the provisions of Section 13(b) of the Exchange Act.
Appears in 2 contracts
Samples: Common Stock and Warrant Purchase Agreement (Ista Pharmaceuticals Inc), Common Stock and Warrant Purchase Agreement (Ista Pharmaceuticals Inc)
Absence of Questionable Payments. (a) Neither the Company nor any of its subsidiaries nor, to the knowledge of the Company's knowledge, any director, officer, agent, employee or other person acting on behalf of the Company or any of its subsidiaries, has used any corporate or other funds for unlawful contributions, payments, gifts, or entertainment, or made any unlawful expenditures relating to political activity to government officials or others or established or maintained any unlawful or unrecorded funds in material violation of Section 30A of the Exchange Act. Neither the Company nor any of its subsidiaries nor, to the Company's knowledge, any director, officer, agent, employee or other person acting on behalf of the Company or any of its subsidiaries, has accepted or received any unlawful contributions, payments, gifts, or expenditures. To the Company's knowledge, the Company and each of its subsidiaries which is required to file reports pursuant to Section 12 or 15(d) of the Exchange Act is in material compliance with the provisions of Section 13(b) of the Exchange Act.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Ak Steel Holding Corp)
Absence of Questionable Payments. Neither the Company OSI nor any of its subsidiaries nor, to the knowledge of the CompanyOSI's knowledge, any director, officer, agent, employee or other person acting on behalf of the Company OSI or any of its subsidiaries, has used any corporate or other funds for unlawful contributions, payments, gifts, or entertainment, or made any unlawful expenditures relating to political activity to government officials or others or established or maintained any unlawful or unrecorded funds in material violation of Section 30A of the Exchange Act. Neither the Company OSI nor any of its subsidiaries nor, to the CompanyOSI's knowledge, any director, officer, agent, employee or other person acting on behalf of the Company OSI or any of its subsidiaries, has accepted or received any unlawful contributions, payments, gifts, or expenditures. To the CompanyOSI's knowledge, the Company OSI and each of its subsidiaries which is required to file reports pursuant to Section 12 or 15(d) of the Exchange Act is in material compliance with the provisions of Section 13(b) of the Exchange Act.
Appears in 1 contract
Samples: Iii 9 Agreement and Plan of Merger (Outdoor Systems Inc)
Absence of Questionable Payments. Neither To the Company's knowledge, -------------------------------- neither the Company nor any of its subsidiaries nor, to the knowledge of the Company, nor any director, officer, agent, employee or other person acting on behalf of the Company or any of its subsidiaries, has used any corporate or other funds for unlawful contributions, payments, gifts, or entertainment, or made any unlawful expenditures relating to political activity to government officials or others or established or maintained any unlawful or unrecorded funds in material violation of Section 30A of the Exchange Act. Neither To the Company's knowledge, neither the Company nor any of its subsidiaries nor, to the Company's knowledge, nor any current director, officer, agent, employee or other person acting on behalf of the Company or any of its subsidiaries, has accepted or received any unlawful contributions, payments, gifts, or expenditures. To the Company's knowledge, the Company and each of its subsidiaries which is required to file reports pursuant to Section 12 or 15(d) of the Exchange Act is in material compliance with the provisions of Section 13(b) of the Exchange Act.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Siemens Aktiengesellschaft)
Absence of Questionable Payments. Neither the Company nor any of its subsidiaries nor, to the knowledge of the Company's knowledge, any director, officer, agent, employee or other person acting on behalf of the Company or any of its subsidiaries, has used any corporate or other funds for unlawful contributions, payments, gifts, or entertainment, or made any unlawful expenditures relating to political activity to government officials or others or established or maintained any unlawful or unrecorded funds in material violation of Section 30A of the Exchange Act. Neither the Company nor any of its subsidiaries nor, to the Company's knowledge, any director, officer, agent, employee or other person acting on behalf of the Company or any of its subsidiaries, has accepted or received any unlawful contributions, payments, gifts, or expenditures. To the Company's knowledge, the Company and each of its subsidiaries which is required to file reports pursuant to Section 12 or 15(d) of the Exchange Act is in compliance in all material compliance respects with the provisions of Section 13(b) of the Exchange Act.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Leucadia National Corp)
Absence of Questionable Payments. Neither the Company nor any of its subsidiaries Subsidiaries nor, to the knowledge of the Company's Knowledge, any director, officer, agent, employee or other person Person acting on behalf of the Company or any of its subsidiariesSubsidiaries, has used any corporate or other funds for unlawful contributions, payments, gifts, or entertainment, or made any unlawful expenditures relating to political activity to government officials or others or established or maintained any unlawful or unrecorded funds in material violation of Section 30A of the Exchange Act. Neither the Company nor any of its subsidiaries Subsidiaries nor, to the Knowledge of the Company's knowledge, any current director, officer, agent, employee or other person Person acting on behalf of the Company or any of its subsidiariesSubsidiaries, has accepted or received any unlawful contributions, payments, gifts, gifts or expenditures. To the Company's knowledge, the The Company and each of its subsidiaries which Subsidiaries that is required to file reports pursuant to Section 12 or 15(d) of the Exchange Act is in material compliance with the provisions of Section 13(b) of the Exchange Act.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Sanchez Computer Associates Inc)