Common use of Company SEC Filings Clause in Contracts

Company SEC Filings. The Company has filed or furnished all forms, 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 January 1, 2008 (collectively, the “Company SEC Filings”). Each Company SEC Filing (i) as of its date, complied in all material respects with the applicable requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act, as the case may be, as in effect on the date so filed, and (ii) did not, at the time it was filed, 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 subject to the periodic reporting requirements of the Exchange Act. The Company has made available to Parent correct and complete copies of all material correspondence between the SEC, on the one hand, and the Company or any of the Company Subsidiaries, on the other hand, occurring since January 1, 2008 and prior to the date hereof. As of the date hereof, there are no outstanding or unresolved comments in comment letters from the SEC staff with respect to any of the Company SEC Filings. To the Knowledge of the Company, as of the date hereof, none of the Company SEC Filings is the subject of ongoing SEC review, outstanding SEC comment or outstanding SEC investigation.

Company SEC Filings. The Company has timely filed or furnished all forms, 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 January 1September 30, 2008 2011 (collectively, the “Company SEC Filings”). Each Company SEC Filing (i) as of its date, complied in all material respects with the applicable requirements of the Securities Act, Act or the Exchange Act and the Xxxxxxxx-Xxxxx Act, as the case may be, as in effect on the date so filed, and (ii) did not, at the time it was filedfiled (or, if amended, at the time of such amendment), 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 The Company Subsidiary is not subject to the periodic reporting requirements of the Exchange Act. The Company has made available to Parent correct and complete copies of all material correspondence between the SEC, on the one hand, and comment letters received by the Company or any from the SEC since September 30, 2011 through the date of this Agreement relating to the Company SEC Filings, together with all written responses of the Company Subsidiaries, on the other hand, occurring since January 1, 2008 and prior to the date hereofthereto. As of the date hereofof this Agreement, to the Knowledge of the Company, there are no outstanding or unresolved comments in such comment letters received by the Company from the SEC staff with respect to any of the Company SEC Filings. To the Knowledge of the Company, as of the date hereof, and none of the Company SEC Filings is the subject of any ongoing SEC review, outstanding SEC comment or outstanding SEC investigationreview by the SEC.

Company SEC Filings. The Company has timely filed or furnished all forms, 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 January 1, 2008 2009 (collectively, the “Company SEC Filings”). Each Company SEC Filing (i) as of its date, or if amended, as of the date of the last such amendment prior to the date hereof, complied in all material respects with the applicable requirements of the Securities Act, the Exchange Act and the Xxxxxxxx-Xxxxx Act, as the case may be, each as in effect on the date so the Company SEC Filing was filed. Except to the extent that information in any Company SEC Filing has been revised or superseded by a subsequent Company SEC Filing filed prior to the date hereof, and (ii) each Company SEC Filing did not, at the time it was filed, 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 subject to the periodic reporting requirements of the Exchange Act. The Company has made available to Parent correct and complete copies of all material correspondence between the SEC, on the one hand, and the Company or and any of the Company Subsidiaries, on the other hand, occurring since January 1, 2008 2009 and prior to the date hereof. As of the date hereof, there are no outstanding or unresolved comments in comment letters from the SEC staff with respect to any of the Company SEC Filings. To the Knowledge of the Company, as of the date hereof, none of the Company SEC Filings is the subject of ongoing SEC review, outstanding SEC comment or outstanding SEC investigation.

Company SEC Filings. The Company has timely filed or furnished all forms, 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 January 1September 30, 2008 2011 (collectively, the “"Company SEC Filings”"). Each Company SEC Filing (i) as of its date, complied in all material respects with the applicable requirements of the Securities Act, Act or the Exchange Act and the Xxxxxxxx-Xxxxx Act, as the case may be, as in effect on the date so filed, and (ii) did not, at the time it was filedfiled (or, if amended, at the time of such amendment), 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 The Company Subsidiary is not subject to the periodic reporting requirements of the Exchange Act. The Company has made available to Parent correct and complete copies of all material correspondence between the SEC, on the one hand, and comment letters received by the Company or any from the SEC since September 30, 2011 through the date of this Agreement relating to the Company SEC Filings, together with all written responses of the Company Subsidiaries, on the other hand, occurring since January 1, 2008 and prior to the date hereofthereto. As of the date hereofof this Agreement, to the Knowledge of the Company, there are no outstanding or unresolved comments in such comment letters received by the Company from the SEC staff with respect to any of the Company SEC Filings. To the Knowledge of the Company, as of the date hereof, and none of the Company SEC Filings is the subject of any ongoing SEC review, outstanding SEC comment or outstanding SEC investigationreview by the SEC.