Common use of Commission Filings; Financial Statements Clause in Contracts

Commission Filings; Financial Statements. (a) Acquiror has filed with the Commission and made available to Target or its representatives all forms, reports and documents required to be filed by Acquiror with the Commission since December 31, 1996 (collectively, the "ACQUIROR COMMISSION REPORTS"). The Acquiror Commission Reports (i) at the time filed, complied in all material respects with the applicable requirements of the Securities Act of 1933, as amended, (the "SECURITIES ACT"), and the Exchange Act, as the case may be, and (ii) did not at the time they were filed (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing) contain any untrue statement of a material fact or omit to state a material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 in such Acquiror Commission Reports or necessary in order to make the statements in such Acquiror Commission Reports, in the light of the circumstances under which they were made, not misleading.

Commission Filings; Financial Statements. (a) Acquiror The Company has filed with the Securities and Exchange Commission (the "Commission") and made available to Target or the Purchaser and its representatives all forms, reports and documents required to be filed by Acquiror the Company with the Commission since December 31, 1996 1998 (collectively, the "ACQUIROR COMMISSION REPORTSCompany Commission Reports"). The Acquiror Company Commission Reports (i) at the time filed, complied in all material respects with the applicable requirements of the Securities Act and the Securities Exchange Act of 19331934, as amended, amended (the "SECURITIES ACTExchange Act"), and the Exchange Act, as the case may beapplicable, and (ii) did not at the time they were filed (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such amending or superseding filing) contain any untrue statement of a material fact or omit to state a material fact required to be stated in such Acquiror Commission Reports therein or necessary in order to make the statements in such Acquiror Commission Reportstherein, in the light of the circumstances under which they were made, not misleading.

Commission Filings; Financial Statements. (a) Acquiror HearMe has filed with the Commission and made available to Target or its representatives all forms, reports and documents required to be filed by Acquiror HearMe with the Commission since December 31February 16, 1996 1999 (collectively, the "ACQUIROR HEARME COMMISSION REPORTSReports"). The Acquiror HearMe Commission Reports (i) at the time filed, complied in all material respects with the applicable requirements of the Securities Act of 1933, as amended, (the "SECURITIES ACT"), and the Exchange Act, as the case may be, 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 in such Acquiror HearMe Commission Reports or necessary in order to make the statements in such Acquiror HearMe Commission Reports, in the light of the circumstances under which they were made, not misleading.

Commission Filings; Financial Statements. (a) Acquiror Visigenic has filed with the Commission and made available to Target or its representatives all forms, reports and documents required to be filed by Acquiror Visigenic with the Commission since December 31August 8, 1996 (collectively, the "ACQUIROR COMMISSION REPORTSVisigenic Commission Reports")) and has made such Visigenic Commission Reports available to CustomWare. The Acquiror Visigenic Commission Reports (i) at the time filed, complied in all material respects with the applicable requirements of the Securities Act and the Securities Exchange Act of 19331934, as amended, amended (the "SECURITIES ACTExchange Act"), and the Exchange Act, as the case may be, 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 in such Acquiror Visigenic Commission Reports or necessary in order to make the statements in such Acquiror Visigenic Commission Reports, in the light of the circumstances under which they were made, not misleading.

Commission Filings; Financial Statements. (a) Acquiror The Company has filed with the Securities and Exchange Commission (the “Commission”) and made available to Target or the purchaser and its representatives all forms, reports and documents required to be filed by Acquiror the Company with the Commission since December 31, 1996 1998 (collectively, the "ACQUIROR COMMISSION REPORTS"“Company Commission Reports”). The Acquiror Company Commission Reports (i) at the time filed, complied in all material respects with the applicable requirements of the Securities Act and the Securities Exchange Act of 19331934, as amended, amended (the "SECURITIES ACT"“Exchange Act”), and the Exchange Act, as the case may beapplicable, 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 amending or superseding filing) contain any untrue statement of a material fact or omit to state a material fact required to be stated in such Acquiror Commission Reports therein or necessary in order to make the statements in such Acquiror Commission Reportstherein, in the light of the circumstances under which they were made, not misleading.

Commission Filings; Financial Statements. (a) Acquiror The Company has filed with the Securities and Exchange Commission (the "Commission") and made available to Target or the Purchaser and its representatives all forms, reports and documents required to be filed by Acquiror the Company with the Commission since December 31, 1996 2002 (collectively, the "ACQUIROR COMMISSION REPORTSCompany Commission Reports"). The Acquiror Company Commission Reports (i) at the time filed, complied in all material respects with the applicable requirements of the Securities Act and the Securities Exchange Act of 19331934, as amended, (the "SECURITIES ACT"), and the Exchange Act, as the case may beapplicable, 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 amending or superseding filing) contain any untrue statement of a material fact or omit to state a material fact required to be stated in such Acquiror Commission Reports therein or necessary in order to make the statements in such Acquiror Commission Reportstherein, in the light of the circumstances under which they were made, not misleading.

Commission Filings; Financial Statements. (a) Acquiror Endosonics has filed with the Commission and made available to Target Navius or its representatives all forms, reports and documents required to be filed by Acquiror Endosonics with the Commission since December 31, 1996 (collectively, the "ACQUIROR ENDOSONICS COMMISSION REPORTS"). The Acquiror Endosonics Commission Reports (i) at the time filed, complied in all material respects with the applicable requirements of the Securities Act of 1933, as amended, (the "SECURITIES ACT"), and the Exchange Act, as the case may be, 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 in such Acquiror Endosonics Commission Reports or necessary in order to make the statements in such Acquiror Endosonics Commission Reports, in the light of the circumstances under which they were made, not misleading.

Commission Filings; Financial Statements. (a) Acquiror has filed with the Commission and made available to Target or its representatives all forms, reports and documents required to be filed by Acquiror with the Commission since December 31September 27, 1996 2000 (collectively, the "ACQUIROR COMMISSION REPORTS"“Acquiror Commission Reports”). The Acquiror Commission Reports (i) at the time filed, complied in all material respects with the applicable requirements of the Securities Act of 1933, as amended, (the "SECURITIES ACT"“Securities Act”), and the Exchange Act, as the case may be, 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 in such Acquiror Commission Reports or necessary in order to make the statements in such Acquiror Commission Reports, in the light of the circumstances under which they were made, not misleading.

Commission Filings; Financial Statements. (a) Acquiror has filed with the Commission and made available to Target or its representatives all forms, reports and documents required to be filed by Acquiror with the Commission since December March 31, 1996 1997 (collectively, the "ACQUIROR COMMISSION REPORTS"). The Acquiror Commission Reports (i) at the time filed, complied in all material respects with the applicable requirements of the Securities Act of 1933, as amended, (the "SECURITIES ACT"), and the Exchange Act, as the case may be, 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 in such Acquiror Commission Reports or necessary in order to make the statements in such Acquiror Commission Reports, in the light of the circumstances under which they were made, not misleading.

Commission Filings; Financial Statements. (a) Acquiror The Company has filed with the Securities and Exchange Commission (the "Commission") and made available to Target or the Purchaser and its representatives all forms, reports and documents required to be filed by Acquiror the Company with the Commission since December 31, 1996 2000 (collectively, the "ACQUIROR COMMISSION REPORTSCompany Commission Reports"). The Acquiror Company Commission Reports (i) at the time filed, complied in all material respects with the applicable requirements of the Securities Act and the Securities Exchange Act of 19331934, as amended, amended (the "SECURITIES ACTExchange Act"), and the Exchange Act, as the case may beapplicable, 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 amending or superseding filing) contain any untrue statement of a material fact or omit to state a material fact required to be stated in such Acquiror Commission Reports therein or necessary in order to make the statements in such Acquiror Commission Reportstherein, in the light of the circumstances under which they were made, not misleading.

Commission Filings; Financial Statements. (a) Acquiror The Company has filed with the Securities and Exchange Commission (the "Commission") and made available to Target or its the Purchasers and their representatives all forms, reports and documents required to be filed by Acquiror the Company with the Commission since December 31, 1996 1998 (collectively, the "ACQUIROR COMMISSION REPORTSCompany Commission Reports"). The Acquiror Company Commission Reports (i) at the time filed, complied in all material respects with the applicable requirements of the Securities Act and the Securities Exchange Act of 19331934, as amended, amended (the "SECURITIES ACTExchange Act"), and the Exchange Act, as the case may beapplicable, 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 amending or superseding filing) contain any untrue statement of a material fact or omit to state a material fact required to be stated in such Acquiror Commission Reports therein or necessary in order to make the statements in such Acquiror Commission Reportstherein, in the light of the circumstances under which they were made, not misleading.