Common use of Company SEC Filings Clause in Contracts

Company SEC Filings. The Company has filed or furnished all reports, schedules, forms, certificates, statements or other documents required to be filed or furnished by it under Securities Act or the Exchange Act, as the case may be, since July 1, 2008 (collectively, the “Company SEC Filings”; it being expressly understood and agreed that for all purposes of this Agreement, the defined term Company SEC Filings shall include the Company’s annual report on Form 10-K for the fiscal year ended December 25, 2010 filed on March 17, 2011 and publicly available on XXXXX on March 18, 2011 in the form previously provided to Parent and such report shall be deemed filed with the SEC and publicly available prior to the date of this Agreement). Each Company SEC Filing, to the extent filed and not furnished, (i) at the time it was filed and, if amended, as of the date of such amendment, complied in all material respects with the applicable requirements of the Securities Act or the Exchange Act, as the case may be, and (ii) did not, at the time it was filed (or, if subsequently amended or supplemented, at the time of such amendment or supplement), contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements made therein, in the light of the circumstances under which they were made, not misleading. No Company Subsidiary is separately required to file any report, schedule, form, statement of other document with the SEC. Since July 1, 2008, there have been no amendments or modifications to any of the agreements, documents or other instruments that previously had been filed by the Company with the SEC that have not been filed by the Company with the SEC and are currently in effect.

Company SEC Filings. The To the Knowledge of such Seller, each of the Company and its Subsidiaries has filed or furnished all reports, schedules, forms, certificates, statements or other reports and documents with the SEC that have been required to be filed or furnished by it under Securities Act or the Exchange Act, as the case may be, applicable Laws since July January 1, 2008 2011 (collectively, the “Company SEC Filings”; it being expressly understood and agreed that for all purposes of this Agreement, the defined term Company SEC Filings shall include the Company’s annual report on Form 10-K for the fiscal year ended December 25, 2010 filed on March 17, 2011 and publicly available on XXXXX on March 18, 2011 in the form previously provided to Parent and such report shall be deemed filed with the SEC and publicly available prior to the date of this Agreement). Each Company SEC Filing, to the extent filed and not furnished, (i) at the time it was filed and, if amended, Filing complied as of the its filing date of such amendment, complied as to form in all material respects with the applicable requirements of the Securities Act or the Exchange Act, as the case may be, and (ii) did not, at each as in effect on the time it date such Company SEC Filing was filed (orand, if subsequently amended or supplementedsuperseded by a filing prior to the date of this Agreement, at on the time date of such amendment amended or supplementsuperseded filing). As of its filing date (and, if amended or superseded by a filing prior to the date of this Agreement, on the date of such amended or superseded filing), each Company SEC Filing did not 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 under which they were made, not misleading. No Since January 1, 2011, to the Knowledge of such Seller, no executive officer of the Company Subsidiary is separately or any of its Subsidiaries has failed to make the certifications required by him or her under Section 302 and 906 of the Sarbanes Oxley Act of 2002 with respect to any Company SEC Filing. To the Knowledge of such Seller, there are no transactions that have occurred since January 1, 2011 that are required to file any report, schedule, form, statement of other document with the SEC. Since July 1, 2008, there have been no amendments or modifications to any of the agreements, documents or other instruments that previously had been filed by be disclosed in the Company with the SEC Filings pursuant to Item 404 of Regulation S-K that have not been filed by disclosed in the Company with the SEC and are currently in effectFilings.

Company SEC Filings. The Company has timely filed or furnished all reports, schedules, forms, certificates, statements or reports and other documents required to be filed or furnished by it under the Securities Act or the Exchange Act, as the case may be, since July June 1, 2008 2007 (collectively, the “"Company SEC Filings”; it being expressly understood and agreed that for all purposes of this Agreement, the defined term Company SEC Filings shall include the Company’s annual report on Form 10-K for the fiscal year ended December 25, 2010 filed on March 17, 2011 and publicly available on XXXXX on March 18, 2011 in the form previously provided to Parent and such report shall be deemed filed with the SEC and publicly available prior to the date of this Agreement"). Each Company SEC Filing, to the extent filed and not furnished, Filing (i) at the time it was filed and, if amended, as of its date (or, in the date case of such amendmentany Company SEC Filing that is a registration statement, its effective date), complied in all material respects with the applicable requirements of the Securities Act or Act, the Exchange Act and the Sarbanes Oxley Act, as the case may be, and (ii) did not, at the time it was filed (or, in the case of any Company SEC Filing that is a registration statement, declared effective) (or, if subsequently amended or supplementedamended, at the time (and taking into account the content) of such amendment or supplementamendment), contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements made therein, in the light of the circumstances under which they were made, not misleading. No Company Subsidiary is separately required subject to file any report, schedule, form, statement the periodic reporting requirements of other document with the Exchange Act. The Company has made available to Parent correct and complete copies of all material correspondence between the SEC. Since July , on the one hand, and the Company and any of the Company Subsidiaries, on the other hand, occurring since June 1, 20082007 and prior to the date hereof. As of the date hereof, to the Knowledge of the Company, there have been are no amendments outstanding or modifications unresolved comments in comment letters from the SEC staff with respect to any of the agreementsCompany SEC Filings. To the Knowledge of the Company, documents or other instruments that previously had been filed by as of the date hereof, none of the Company with SEC Filings is the subject of ongoing SEC that have not been filed by the Company with the review, outstanding SEC and are currently in effectcomment or outstanding SEC investigation.

Company SEC Filings. The To the Knowledge of such Seller, each of the Company and its Subsidiaries has filed or furnished all reports, schedules, forms, certificates, statements or other reports and documents with the SEC that have been required to be filed or furnished by it under Securities Act or the Exchange Act, as the case may be, applicable Laws since July January 1, 2008 2011 (collectively, the “Company SEC Filings”; it being expressly understood and agreed that for all purposes of this Agreement, the defined term Company SEC Filings shall include the Company’s annual report on Form 10-K for the fiscal year ended December 25, 2010 filed on March 17, 2011 and publicly available on XXXXX on March 18, 2011 in the form previously provided to Parent and such report shall be deemed filed with the SEC and publicly available prior to the date of this Agreement). Each Company SEC Filing, to the extent filed and not furnished, (i) at the time it was filed and, if amended, Filing complied as of the its filing date of such amendment, complied as to form in all material respects with the applicable requirements of the Securities Act or the Exchange Act, as the case may be, and (ii) did not, at each as in effect on the time it date such Company SEC Filing was filed (orand, if subsequently amended or supplementedsuperseded by a filing prior to the date of this Agreement, at on the time date of such amendment amended or supplementsuperseded filing). As of its filing date (and, if amended or superseded by a filing prior to the date of this Agreement, on the date of such amended or superseded filing), each Company SEC Filing did not 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 under which they were made, not misleading. No Since January 1, 2011, to the Knowledge of such Seller, no executive officer of the Company Subsidiary is separately or any of its Subsidiaries has failed to make the certifications required by him or her under Section 302 and 906 of the Sarbanes Oxley Act of 2002 with respect to any Company SEC Filing. To the Knowledge of such Seller, there are no transactions that have occurred since January 1, 2011 that are required to file any report, schedule, form, statement of other document with the SEC. Since July 1, 2008, there have been no amendments or modifications to any of the agreements, documents or other instruments that previously had been filed by be disclosed in the Company with the SEC Filings pursuant to Item 404 of Regulation S-K that have not been filed by disclosed in the Company with the SEC and are currently in effect.Filings. 12 3.8