Common use of Company Compliance Clause in Contracts

Company Compliance. The Company represents and warrants that the Company and its subsidiaries are: (i) in full compliance, to the extent applicable, with all reporting obligations under either Section 13(a) or 15(d) of the Securities Exchange Act of 1934; excepting that the Company acknowledges that it did not timely file its Form 10-K for its fiscal year ended June 30, 1998, and its Form 10-Q for the fiscal quarter ended September 30, 1998, both of which were subsequently filed on December 3, 1998, (ii) not in violation of any term or provision of its Certificate of Incorporation or by-laws; (iii) not in default in the performance or observance of any obligation, agreement or condition contained in any bond, debenture (excepting for reservation of number of shares required if all Debentures were to be converted and excepting for registration of underlying shares as same relates to preexisting debentures), note or any other evidence of indebtedness or in any mortgage, deed of trust, indenture or other instrument or agreement to which they are a party, either singly or jointly, by which it or any of its property is bound or subject. Furthermore, the Company is not aware of any other facts, which it has not disclosed which could have a material adverse effect on the business, condition, (financial or otherwise), operations, earnings, performance, properties or prospects of the Company and its subsidiaries taken as a whole.

Company Compliance. The Company represents and warrants that the Company and its subsidiaries are: (i) in full compliance, to the extent applicable, with all reporting obligations under either Section 13(a) or 15(d) of the Securities Exchange Act of 1934; excepting that the Company acknowledges that it did not timely file its Form 10-K for its fiscal year ended June 30, 1998, and its Form 10-Q for the fiscal quarter ended September 30, 1998, both of which were subsequently filed on December 3, 19983,1998, (ii) not in violation of any term or provision of its Certificate of Incorporation or by-laws; (iii) not in default in the performance or observance of any obligation, agreement or condition contained in any bond, debenture (excepting for reservation of number of shares required if all Debentures were to be converted and excepting for registration of underlying shares as same relates to preexisting debentures), note or any other evidence of indebtedness or in any mortgage, deed of trust, indenture or other instrument or agreement to which they are a party, either singly or jointly, by which it or any of its property is bound or subject. Furthermore, the Company is not aware of any other facts, which it has not disclosed which could have a material adverse effect on the business, condition, (financial or otherwise), operations, earnings, performance, properties or prospects of the Company and its subsidiaries taken as a whole.