Common use of Company Reports Clause in Contracts

Company Reports. (a) All Company Reports filed or furnished since the Applicable Date have been filed or furnished on a timely basis. Correct and complete copies of each of the Company Reports filed or furnished since the Applicable Date and prior to the date of this Agreement have been made available to Parent. (b) Each of the Company Reports filed or furnished since January 1, 2017, at the time of its filing with or being furnished (and, if amended or supplemented, as of the date of such amendment or supplement) to the SEC (or, in the case of a Company Report that is a registration statement filed pursuant to the Securities Act or a proxy statement filed pursuant to the Exchange Act, on the date of effectiveness of such Company Report or date of the applicable meeting, respectively, and if amended or supplemented, as of the date of such amendment or supplement), complied or will comply in all material respects (as applicable), with the applicable requirements of the Securities Act, the Exchange Act and the Sxxxxxxx-Xxxxx Act, as applicable. As of their respective dates (or if amended or supplemented as of the date of such amendment or supplement), the Company Reports filed or furnished to the SEC since January 1, 2017 have not and will not (as applicable), contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading, except that any such Company Report that is a registration statement filed pursuant to the Securities Act, did not and will not (as applicable), contain any untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading. (c) None of the Subsidiaries of the Company is subject to the reporting requirements of Section 13a or Section 15d of the Exchange Act.

Company Reports. (a) All Since January 1, 2014, the Company Reports has timely filed or furnished since all forms, reports and documents with the Applicable Date SEC that have been required to be filed by it under applicable Laws prior to the date hereof (all such forms, reports and documents, together with all documents filed or furnished on a timely basisvoluntary basis and all exhibits and schedules thereto, the “Company Reports”). Correct and complete copies As of each its date of the Company Reports filed filing or furnished since the Applicable Date and furnishing (or, if amended or superseded prior to the date of this Agreement have been made available to Parent. (b) Each of the Company Reports filed or furnished since January 1, 2017, at the time of its filing with or being furnished (and, if amended or supplemented, as of the date of such amendment or supplement) to the SEC (or, in the case of a Company Report that is a registration statement filed pursuant to the Securities Act or a proxy statement filed pursuant to the Exchange ActAgreement, on the date of effectiveness of such amended or superseded filing or submission), (a) each Company Report or date of the applicable meeting, respectively, and if amended or supplemented, complied as of the date of such amendment or supplement), complied or will comply to form in all material respects (as applicable), with the applicable requirements of the Securities Act, the Exchange Act and and/or the SxxxxxxxXxxxxxxx-Xxxxx Act, as applicable. As of their respective dates (or if amended or supplemented the case may be, each as of in effect on the date of such amendment or supplement), the Company Reports Report was filed or furnished to the SEC since January 1furnished, 2017 have and (b) each Company Report did not and will not (as applicable), contain any untrue statement of a material fact or omit to state a any material fact required to be stated therein or necessary in order to make the statements made therein, in the light of the circumstances in under which they were made, not misleading, except that any such Company Report that . None of the Company’s Subsidiaries is a registration statement filed pursuant to the Securities Act, did not and will not (as applicable), contain any untrue statement of material fact or omit to state a material fact required to be stated therein file or necessary furnish any forms, reports or other documents with the SEC or the ISA. No executive officer of the Company has failed to make the statements therein not misleadingcertifications required of him or her under Section 302 or 906 of the Xxxxxxxx-Xxxxx Act with respect to any Company Report, except as disclosed in certifications filed with the Company Reports. To the Knowledge of the Company, none of the Company Reports is the subject of ongoing SEC review or investigation. (cb) None of the Subsidiaries of the The Company is subject a “foreign private issuer” as such term is defined under the Exchange Act and, following the Closing, will be eligible to rely on Rules 12g-4(a)(1) and 12h-3(b)(1)(i) under the reporting requirements of Section 13a Exchange Act to terminate its obligation to file or Section 15d of furnish reports under the Exchange Act.

Company Reports. (a) All Since January 1, 2012, the Company Reports has filed or furnished since all forms, reports and documents with the Applicable Date SEC that have been required to be filed by it under the Exchange Act or the Securities Act (all such forms, reports and any other documents, together with all documents filed or furnished on a timely basisvoluntary basis with the SEC, including registration statements, and all exhibits and schedules thereto, the “Company Reports”). Correct and complete copies As of each of the Company Reports filed its filing date (or, if amended or furnished since the Applicable Date and superseded by a filing prior to the date of this Agreement have been made available to Parent. (b) Each of the Company Reports filed or furnished since January 1, 2017, at the time of its filing with or being furnished (and, if amended or supplemented, as of the date of such amendment or supplement) to the SEC (or, in the case of a Company Report that is a registration statement filed pursuant to the Securities Act or a proxy statement filed pursuant to the Exchange ActAgreement, on the date of effectiveness of such amended or superseded filing), (a) each Company Report or date of the applicable meeting, respectively, and if amended or supplemented, complied as of the date of such amendment or supplement), complied or will comply to form in all material respects (as applicable), with the applicable requirements of the Securities Act, the Exchange Act and the Sxxxxxxx-Xxxxx Exchange Act, as applicable. As of their respective dates (the case may be, each as in effect on the date such Company Report was filed or if amended or supplemented as of the date of such amendment or supplement)superseded, the and (b) each Company Reports filed or furnished to the SEC since January 1Report, 2017 have other than a registration statement, did not and will not (as applicable), contain any untrue statement of a material fact or omit to state a any material fact required to be stated therein or necessary in order to make the statements made therein, in light of the circumstances in under which they were made, not misleading, except that any such and each Company Report that is a registration statement filed pursuant to the Securities Act, did not and will not (as applicable), contain any untrue statement of a material fact or omit to state a any material fact required to be stated therein or necessary in order to make the statements made therein not misleading. None of the Company Subsidiaries is required to file or furnish any forms, reports or other documents with the SEC. No executive officer of the Company has failed to make the certifications required of him or her under the rules under the Exchange Act enacted pursuant to Section 302 or 906 of the Xxxxxxxx-Xxxxx Act with respect to any Company Report. To the Knowledge of the Company, none of the Company Reports is the subject of ongoing SEC review or investigation. (cb) None of the Subsidiaries of the The Company is subject to the reporting requirements of Section 13a or Section 15d of a “foreign private issuer” as such term is defined in Rule 3b-4 under the Exchange Act.

Company Reports. (a) All Company Reports filed or furnished since the Applicable Date have been filed or furnished on a timely basis. Correct and complete copies of each of the Company Reports filed or furnished since the Applicable Date and prior to the date of this Agreement have been made available to Parent. (b) Each of the Company Reports filed or furnished since January 1, 2017, at the time of its filing with or being furnished (and, if amended or supplemented, as of the date of such amendment or supplement) to the SEC (or, in the case of a Company Report that is a registration statement filed pursuant to the Securities Act or a proxy statement filed pursuant to the Exchange Act, on the date of effectiveness of such Company Report or date of the applicable meeting, respectively, and if amended or supplemented, as of the date of such amendment or supplement), complied or will comply in all material respects (as applicable), with the applicable requirements of the Securities Act, the Exchange Act and the SxxxxxxxXxxxxxxx-Xxxxx Act, as applicable. As of their respective dates (or if amended or supplemented as of the date of such amendment or supplement), the Company Reports filed or furnished to the SEC since January 1, 2017 have not and will not (as applicable), contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading, except that any such Company Report that is a registration statement filed pursuant to the Securities Act, did not and will not (as applicable), contain any untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading. (c) None of the Subsidiaries of the Company is subject to the reporting requirements of Section 13a or Section 15d of the Exchange Act.

Company Reports. (a) All Company Reports filed or furnished since the Applicable Date have been filed or furnished on a timely basis. Correct and complete copies of each of the Company Reports filed or furnished since the Applicable Date and prior to the date of this Agreement have been made available to Parent. (b) Each of the Company Reports filed or furnished since January 1, 2017the Applicable Date, at the time of its filing with or being furnished (andor, if amended or supplemented, as of the date of such amendment or supplement) to the SEC (, or, in the case of a Company Report that is a registration statement filed pursuant to the Securities Act or a proxy statement filed pursuant to the Exchange Act, on the date of effectiveness of such Company Report or date of the applicable meeting, respectively, and if amended or supplemented, as of the date of such amendment or supplement), complied or will comply in all material respects (as applicable), with the applicable requirements of the Securities Act, the Exchange Act and the Sxxxxxxx-Xxxxx Act, as applicable. As The Company Reports filed or furnished since the Applicable Date at the time of their respective dates its filing or being furnished (or or, if amended or supplemented supplemented, as of the date of such amendment or supplement), or, in the case of a Company Reports Report that is a registration statement filed or furnished pursuant to the SEC since January 1Securities Act or a proxy statement filed pursuant to the Exchange Act, 2017 on the date of effectiveness of such Company Report or date of the applicable meeting, respectively) have not and will not (as applicable), contain contained any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading, except that any such Company Report that is a registration statement filed pursuant to the Securities Act, Act did not and will not (as applicable), contain any untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading. (c) As of the date hereof, (i) none of the Company Reports filed or furnished since the Applicable Date is subject to any pending Proceeding by or before the SEC, and (ii) there are no outstanding or unresolved comments received from the SEC with respect to any of the Company Reports filed or furnished since the Applicable Date. (d) None of the Subsidiaries of the Company is subject to the reporting requirements of Section 13a or Section 15d of the Exchange Act.

Company Reports. (a) All Since January 1, 2010, the Company Reports has filed or furnished since all forms, reports and documents with the Applicable Date SEC, the TASE and the ISA that have been required to be filed by it under applicable Laws prior to the date hereof (all such forms, reports and documents, together with all documents filed or furnished on a timely basisvoluntary basis and all exhibits and schedules thereto, the “Company Reports”). Correct and complete copies As of each of the Company Reports filed its filing date (or, if amended or furnished since the Applicable Date and superseded by a filing prior to the date of this Agreement have been made available to Parent. (b) Each of the Company Reports filed or furnished since January 1, 2017, at the time of its filing with or being furnished (and, if amended or supplemented, as of the date of such amendment or supplement) to the SEC (or, in the case of a Company Report that is a registration statement filed pursuant to the Securities Act or a proxy statement filed pursuant to the Exchange ActAgreement, on the date of effectiveness of such amended or superseded filing), (a) each Company Report or date of the applicable meeting, respectively, and if amended or supplemented, complied as of the date of such amendment or supplement), complied or will comply to form in all material respects (as applicable), with the applicable requirements of the Securities Act, the Exchange Act and Act, the SxxxxxxxXxxxxxxx-Xxxxx ActAct and/or Israeli Securities Law, as applicable. As of their respective dates (or if amended or supplemented the case may be, each as of in effect on the date of such amendment or supplement)Company Report was filed, the and (b) each Company Reports filed or furnished to the SEC since January 1, 2017 have Report did not and will not (as applicable), contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements made therein, in the light of the circumstances under which they were made, not misleading. None of the Company’s Subsidiaries is required to file or furnish any forms, reports or other documents with the SEC, the TASE or ISA. No executive officer of the Company has failed to make the certifications required of him or her under Section 302 or 906 of the Xxxxxxxx-Xxxxx Act with respect to any Company Report, except as disclosed in certifications filed with the Company Reports. To the Knowledge of the Company, none of the Company Reports is the subject of ongoing SEC, TASE or ISA review or investigation. (b) As of the date of this Agreement, the Company is a “foreign private issuer” as such term is defined under the Exchange Act. (c) Each Transition Period SEC Report (as defined in ‎Section 7.10(b)) filed or furnished by the Company with or to the SEC prior to the Effective Time shall (i) not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements made therein, in the light of the circumstances in under which they were made, not misleading, except that any such Company Report that is a registration statement filed pursuant to misleading and (ii) comply in all material respects with the Securities Act, did not and will not (as applicable), contain any untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading. (c) None of the Subsidiaries of the Company is subject to the reporting requirements of Section 13a or Section 15d applicable provisions of the Exchange Act.

Company Reports. (a) All Company Reports filed or furnished since the Applicable Date have been (and shall have been) filed or furnished on a timely basisbasis and all fees related thereto have been timely paid. Correct and complete copies of each of the Company Reports filed or furnished since the Applicable Date and prior to the date of this Agreement have been made available to ParentParent (including via the XXXXX system). (b) Each of the Company Reports filed or furnished since January 1, 2017the Applicable Date, at the time of its filing with or being furnished (andor, if amended or supplemented, as of the date of such amendment or supplement) to the SEC (, or, in the case of a Company Report that is a registration statement filed pursuant to the Securities Act or a proxy statement filed pursuant to the Exchange Act, on the date of effectiveness of such Company Report or date of the applicable meeting, respectively, and if amended or supplemented, as of the date of such amendment or supplement), complied or will comply in all material respects have complied (as applicable), in all material respects, with the applicable requirements of the Securities Act, the Exchange Act and the SxxxxxxxXxxxxxxx-Xxxxx Act, as applicable. As of their respective dates (or if amended or supplemented as of , in effect on the date of that such amendment or supplement), the Company Report was filed. The Company Reports filed or furnished to since the SEC since January 1, 2017 Applicable Date have not and will shall not have (as applicable), contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading, except that any such Company Report that is a registration statement filed pursuant to the Securities Act, did not and will shall not have (as applicable), contain any untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading. No executive officer of the Company has failed to make the certifications required of him or her under Section 302 or 906 of the Sarbanes Oxley Act. (c) To the Knowledge of the Company, none of the Company Reports filed or furnished since the Applicable Date is subject to any pending Proceeding by or before the SEC. (d) None of the Subsidiaries of the Company is subject to the reporting requirements of Section 13a 13(a) or Section 15d 15(d) of the Exchange ActAct or is subject to reporting requirements of any non-U.S. Governmental Entity that regulates securities or any applicable non-U.S. securities Law or any exchange or quotation service. (e) The Company has made available (including via the XXXXX system) to Parent all material correspondence between the SEC on the one hand, and the Company or any of its Subsidiaries, on the other hand, since the Applicable Date. There are no material outstanding or unresolved comments in comment letters from the SEC staff with respect to any of the Company Reports. To the Knowledge of the Company, none of the Company Reports is the subject of ongoing SEC review or outstanding SEC comment and neither the SEC nor any other Governmental Entity is conducting any investigation or review of any Company Report.

Company Reports. (a) All Since January 1, 2016, the Company Reports has filed or furnished since all forms, reports and documents with the Applicable Date SEC, the TASE and the ISA that have been required to be filed by it under applicable Laws prior to the date hereof (all such forms, reports and documents, together with all documents filed or furnished on a timely basisvoluntary basis and all exhibits and schedules thereto, the “Company Reports”). Correct and complete copies As of each of the Company Reports filed its filing date (or, if amended or furnished since the Applicable Date and superseded by a filing prior to the date of this Agreement have been made available to Parent. (b) Each of the Company Reports filed or furnished since January 1, 2017, at the time of its filing with or being furnished (and, if amended or supplemented, as of the date of such amendment or supplement) to the SEC (or, in the case of a Company Report that is a registration statement filed pursuant to the Securities Act or a proxy statement filed pursuant to the Exchange ActAgreement, on the date of effectiveness of such amended or superseded filing), (i) each Company Report or date of the applicable meeting, respectively, and if amended or supplemented, complied as of the date of such amendment or supplement), complied or will comply to form in all material respects (as applicable), with the applicable requirements of the Securities Act, the Exchange Act and Act, the Sxxxxxxx-Xxxxx ActAct and/or Israeli Securities Law, as applicable. As of their respective dates (or if amended or supplemented the case may be, each as of in effect on the date of such amendment or supplement)Company Report was filed, the and (ii) each Company Reports filed or furnished to the SEC since January 1, 2017 have Report did not and will not (as applicable), contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements made therein, in the light of the circumstances under which they were made, not misleading. None of the Company’s Subsidiaries is required to file or furnish any forms, reports or other documents with the SEC, the TASE or the ISA. No executive officer of the Company has failed to make the certifications required of him or her under Section 302 or 906 of the Sxxxxxxx-Xxxxx Act with respect to any Company Report, except as disclosed in certifications filed with the Company Reports. To the Knowledge of the Company, none of the Company Reports is the subject of ongoing SEC, TASE or ISA review or investigation. (b) As of the date of this Agreement, the Company is a “foreign private issuer” as such term is defined under the Exchange Act. (c) Each Transition Period SEC Report (as defined in Section 7.10(b)) filed or furnished by the Company with or to the SEC prior to the Effective Time shall (i) not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements made therein, in the light of the circumstances in under which they were made, not misleading, except that any such Company Report that is a registration statement filed pursuant to misleading and (ii) comply in all material respects with the Securities Act, did not and will not (as applicable), contain any untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading. (c) None of the Subsidiaries of the Company is subject to the reporting requirements of Section 13a or Section 15d applicable provisions of the Exchange Act.

Company Reports. (a) All Company Reports filed or furnished since the Applicable Date have been filed or furnished on a timely basis. Correct and complete copies of each of the Company Reports filed or furnished since the Applicable Date and prior to the date of this Agreement have been made available to Parent. (b) Each of the Company Reports filed or furnished since January 1, 2017the Applicable Date, at the time of its filing with or being furnished (andor, if amended or supplemented, as of the date of such amendment or supplement) to the SEC (, or, in the case of a Company Report that is a registration statement filed pursuant to the Securities Act or a proxy statement filed pursuant to the Exchange Act, on the date of effectiveness of such Company Report or date of the applicable meeting, respectively), complied in all material respects with the applicable requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act, as applicable. The Company Reports filed or furnished since the Applicable Date at the time of its filing or being furnished (or, if amended or supplemented, as of the date of such amendment or supplement), complied or will comply or, in all material respects (as applicable), with the applicable requirements case of a Company Report that is a registration statement filed pursuant to the Securities Act or a proxy statement filed pursuant to the Exchange Act, the Exchange Act and the Sxxxxxxx-Xxxxx Act, as applicable. As of their respective dates (or if amended or supplemented as of on the date of effectiveness of such amendment Company Report or supplement)date of the applicable meeting, the Company Reports filed or furnished to the SEC since January 1, 2017 respectively) have not and will not (as applicable), contain contained any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading, except that any such Company Report that is a registration statement filed pursuant to the Securities Act, Act did not and will not (as applicable), contain any untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading. (c) None As of the Subsidiaries date hereof, (i) none of the Company Reports filed or furnished since the Applicable Date is subject to any pending Proceeding by or before the reporting requirements of Section 13a or Section 15d of the Exchange Act.SEC, and

Company Reports. (a) All Company Reports filed or furnished since the Applicable Date have been filed or furnished on a timely basis. Correct and complete copies of each of the Company Reports filed or furnished since the Applicable Date and prior to the date of this Agreement have been made available to Parent. (b) Each of the Company Reports filed or furnished since January 1, 2017the Applicable Date, at the time of its filing with or being furnished (andor, if amended or supplemented, as of the date of such amendment or supplement) to the SEC (, or, in the case of a Company Report that is a registration statement filed pursuant to the Securities Act or a proxy statement filed pursuant to the Exchange Act, on the date of effectiveness of such Company Report or date of the applicable meeting, respectively, and if amended or supplemented, as of the date of such amendment or supplement), complied or will comply (as applicable) in all material respects (as applicable)respects, with the applicable requirements of the Securities Act, the Exchange Act and the SxxxxxxxXxxxxxxx-Xxxxx Act, as applicable. As of their respective dates (or or, if amended or supplemented supplemented, as of the date of such amendment or supplementsupplement (and, in the case of registration statements and proxy statements, on the dates of effectiveness and the dates of the relevant meetings, respectively), the Company Reports filed or furnished to since the SEC since January 1, 2017 Applicable Date have not and will not (as applicable), contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading, except that any such Company Report that is a registration statement filed pursuant to the Securities Act, did not and will not (as applicable), contain any untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading. (c) To the Knowledge of the Company, none of the Company Reports filed or furnished from the Applicable Date to the date of this Agreement is subject to any pending Proceeding by or before the SEC. (d) There are no outstanding or unresolved comments received from the SEC with respect to any of the Company Reports filed or furnished since the Applicable Date. (e) None of the Subsidiaries of the Company is subject to the reporting requirements of Section 13a or Section 15d of the Exchange Act.

Company Reports. (a) All Company Reports filed or furnished since the Applicable Date have been filed or furnished on a timely basis. Correct and complete copies of each of the Company Reports filed or furnished since the Applicable Date and prior to the date of this Agreement have been made available to Parent. (b) Each of the Company Reports filed or furnished since January 1, 2017the Applicable Date, at the time of its filing with or being furnished (andor, if amended or supplemented, as of the date of such amendment or supplement) to the SEC (, or, in the case of a Company Report that is a registration statement filed pursuant to the Securities Act or a proxy statement filed pursuant to the Exchange Act, on the date of effectiveness of such Company Report or date of the applicable meeting, respectively, and if amended or supplemented, as of the date of such amendment or supplement), complied or will comply (as applicable) in all material respects (as applicable)respects, with the applicable requirements of the Securities Act, the Exchange Act and the Sxxxxxxx-Xxxxx Act, as applicable. As of their respective dates (or or, if amended or supplemented supplemented, as of the date of such amendment or supplementsupplement (and, in the case of registration statements and proxy statements, on the dates of effectiveness and the dates of the relevant meetings, respectively), the Company Reports filed or furnished to since the SEC since January 1, 2017 Applicable Date have not and will not (as applicable), contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading, except that any such Company Report that is a registration statement filed pursuant to the Securities Act, did not and will not (as applicable), contain any untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading. (c) To the Knowledge of the Company, none of the Company Reports filed or furnished from the Applicable Date to the date of this Agreement is subject to any pending Proceeding by or before the SEC. (d) There are no outstanding or unresolved comments received from the SEC with respect to any of the Company Reports filed or furnished since the Applicable Date. (e) None of the Subsidiaries of the Company is subject to the reporting requirements of Section 13a or Section 15d of the Exchange Act.