Common use of Disclosure of Financial Controls Clause in Contracts

Disclosure of Financial Controls. The Company will, and will cause each other member of the Company Group to, maintain, as of and after the Effective Date, disclosure controls and procedures and internal control over financial reporting as defined in Exchange Act Rule 13a-15; the Company will cause each of its principal executive and principal financial officers to sign and deliver certifications to the Company’s periodic reports and will include the certifications in the Company’s periodic reports, as and when required pursuant to Exchange Act Rule 13a-14 and Item 601 of Regulation S-K; the Company will cause its management to evaluate the Company’s disclosure controls and procedures and internal control over financial reporting (including any change in internal control over financial reporting) as and when required pursuant to Exchange Act Rule 13a-15; the Company will disclose in its periodic reports filed with the Commission information concerning the Company management’s responsibilities for and evaluation of the Company’s disclosure controls and procedures and internal control over financial reporting (including, without limitation, the annual management report and attestation report of the Company’s independent auditors relating to internal control over financial reporting) as and when required under Items 307 and 308 of Regulation S-K and other applicable Commission rules; and, without limiting the general application of the foregoing, the Company will, and will cause each other member of the Company Group to, maintain as of and after the Effective Date internal systems and procedures that will provide reasonable assurance that (A) the Financial Statements are reliable and timely prepared in accordance with GAAP or IFRS (as applicable) and applicable Law, (B) all transactions of members of the Company Group are recorded as necessary to permit the preparation of the Financial Statements, (C) the receipts and expenditures of members of the Company Group are authorized at the appropriate level within the Company, and (D) unauthorized use or disposition of the assets of any member of the Company Group that could have a material effect on the Financial Statements is prevented or detected in a timely manner.

Disclosure of Financial Controls. The Company willWhiteWave shall, and will shall cause each other member of the Company WhiteWave Group Member to, maintain, as of and after the Effective DateContribution Closing, disclosure controls and procedures and internal control over financial reporting as defined in Exchange Act Rule 13a-1513a-15 promulgated under the Exchange Act; the Company will WhiteWave shall cause each of its principal executive officer and its principal financial officers officer to sign and deliver certifications to the CompanyWhiteWave’s periodic reports and will shall include the certifications in the CompanyWhiteWave’s periodic reports, as and when required pursuant to Exchange Act Rule 13a-14 and Item 601 of Regulation S-K; the Company will WhiteWave shall cause its management to evaluate the CompanyWhiteWave’s disclosure controls and procedures and internal control over financial reporting (including any change in internal control over financial reporting) as and when required pursuant to Exchange Act Rule 13a-15; the Company will WhiteWave shall disclose in its periodic reports filed with the Commission SEC information concerning the Company WhiteWave management’s responsibilities for and evaluation of the CompanyWhiteWave’s disclosure controls and procedures and internal control over financial reporting (including, without limitation, including the annual management report and attestation report of the CompanyWhiteWave’s independent auditors relating to internal control over financial reporting) as and when required under Items 307 and 308 of Regulation S-K and other applicable Commission SEC rules; and, without limiting the general application of the foregoing, the Company willWhiteWave shall, and will shall cause each other member of the Company WhiteWave Group Member to, maintain as of and after the Effective Date Contribution Closing internal systems and procedures that will provide reasonable assurance that (A) the Financial Statements are reliable and timely prepared in accordance with GAAP or IFRS (as applicable) and applicable Law, (B) all transactions of members of the Company any WhiteWave Group Member are recorded as necessary to permit the preparation of the Financial Statements, (C) the receipts and expenditures of members of the Company any WhiteWave Group Member are authorized at the appropriate level within the CompanyWhiteWave Group, and (D) unauthorized use or disposition of the assets of any member of the Company WhiteWave Group Member that could have a material effect on the Financial Statements is prevented or detected in a timely manner.

Disclosure of Financial Controls. The Company Freescale will, and will cause each other member of the Company Freescale Group to, maintain, as of and after the Effective Date, disclosure controls and procedures and internal control over financial reporting as defined in Exchange Act Rule 13a-1513a-15 promulgated under the Exchange Act; the Company Freescale will cause each of its principal executive and principal financial officers to sign and deliver certifications to the CompanyFreescale’s periodic reports and will include the certifications in the CompanyFreescale’s periodic reports, as and when required pursuant to Exchange Act Rule 13a-14 and Item 601 of Regulation S-K; the Company Freescale will cause its management to evaluate the CompanyFreescale’s disclosure controls and procedures and internal control over financial reporting (including any change in internal control over financial reporting) as and when required pursuant to Exchange Act Rule 13a-15; the Company Freescale will disclose in its periodic reports filed with the Commission SEC information concerning the Company Freescale management’s responsibilities for and evaluation of the CompanyFreescale’s disclosure controls and procedures and internal control over financial reporting (including, without limitation, the annual management report and attestation report of the CompanyFreescale’s independent auditors relating to internal control over financial reporting) as and when required under Items 307 and 308 of Regulation S-K and other applicable Commission SEC rules; and, without limiting the general application of the foregoing, the Company Freescale will, and will cause each other member of the Company Freescale Group to, maintain as of and after the Effective Date internal systems and procedures that will provide reasonable assurance that (A) the Financial Statements are reliable and timely prepared in accordance with GAAP or IFRS (as applicable) and applicable Lawlaw, (B) all transactions of members of the Company Freescale Group are recorded as necessary to permit the preparation of the Financial Statements, (C) the receipts and expenditures of members of the Company Freescale Group are authorized at the appropriate level within the CompanyFreescale, and (D) unauthorized use or disposition of the assets of any member of the Company Freescale Group that could have a material effect on the Financial Statements is prevented or detected in a timely manner.

Disclosure of Financial Controls. The Company Venator will, and will cause each other member of the Company Venator Group to, maintain, as of and after the Effective Date, disclosure controls and procedures and internal control over financial reporting as defined in Exchange Act Rule 13a-15; the Company Venator will cause each of its principal executive and principal financial officers to sign and deliver certifications to the CompanyVenator’s periodic reports and will include the certifications in the CompanyVenator’s periodic reports, as and when required pursuant to Exchange Act Rule 13a-14 and Item 601 of Regulation S-K; the Company Venator will cause its management to evaluate the CompanyVenator’s disclosure controls and procedures and internal control over financial reporting (including any change in internal control over financial reporting) as and when required pursuant to Exchange Act Rule 13a-15; the Company Venator will disclose in its periodic reports filed with the Commission SEC information concerning the Company Venator management’s responsibilities for and evaluation of the CompanyVenator’s disclosure controls and procedures and internal control over financial reporting (including, without limitation, the annual management report and attestation report of the CompanyVenator’s independent auditors relating to internal control over financial reporting) as and when required under Items 307 and 308 of Regulation S-K and other applicable Commission SEC rules; and, without limiting the general application of the foregoing, the Company Venator will, and will cause each other member of the Company Venator Group to, maintain as of and after the Effective Date internal systems and procedures that will provide reasonable assurance that (A) the Financial Statements are reliable and timely prepared in accordance with GAAP or IFRS (as applicable) and applicable Law, (B) all transactions of members of the Company Venator Group are recorded as necessary to permit the preparation of the Financial Statements, (C) the receipts and expenditures of members of the Company Venator Group are authorized at the appropriate level within the CompanyVenator, and (D) unauthorized use or disposition of the assets of any member of the Company Venator Group that could have a material effect on the Financial Statements is prevented or detected in a timely manner.

Disclosure of Financial Controls. The Company will, and will cause each other member of the Company Group to, maintain, as of and after the Effective Date, disclosure controls and procedures and internal control over financial reporting as defined in Exchange Act Rule 13a-15; the Company will cause each of its principal executive and principal financial officers to sign and deliver certifications to the Company’s periodic reports and will include the certifications in the Company’s periodic reports, as and when required pursuant to Exchange Act Rule 13a-14 and Item 601 of Regulation S-K; the Company will cause its management to evaluate the Company’s disclosure controls and procedures and internal control over financial reporting (including any change in internal control over financial reporting) as and when required pursuant to Exchange Act Rule 13a-15; the Company will disclose in its periodic reports filed with the Commission information concerning the Company management’s responsibilities for and evaluation of the Company’s disclosure controls and procedures and internal control over financial reporting (including, without limitation, the annual management report and attestation report of the Company’s independent auditors relating to internal control over financial reporting) as and when required under Items 307 and 308 of Regulation S-K and other applicable Commission rules; and, without limiting the general application of the foregoing, the Company will, and will cause each other member of the Company Group to, maintain as of and after the Effective Date internal systems and procedures that will provide reasonable assurance that (A) the Financial Statements are reliable and timely prepared in accordance with GAAP or IFRS (as applicable) and applicable Law, (B) all transactions of members of the Company Group are recorded as necessary to permit the preparation of the Financial Statements, (C) the receipts and expenditures of members of the Company Group are authorized at the appropriate level within the Company, and (D) unauthorized use or disposition of the assets of any member of the Company Group that could have a material effect on the Financial Statements is prevented or detected in a timely manner.

Disclosure of Financial Controls. The Company Verigy will, and will cause each other member of the Company Verigy Group to, maintain, as of and after the Effective Separation Date, disclosure controls and procedures and internal control over financial reporting as defined in Exchange Act Rule 13a-1513a-15 promulgated under the Exchange Act; the Company Verigy will cause each of its principal executive officer and its principal financial officers officer to sign and deliver certifications to the Company’s Verigy's periodic reports and will include the certifications in the Company’s Verigy's periodic reports, as and when required pursuant to Exchange Act Rule 13a-14 and Item 601 of Regulation S-K; the Company Verigy will cause its management to evaluate the Company’s Verigy's disclosure controls and procedures and internal control over financial reporting (including any change in internal control over financial reporting) as and when required pursuant to Exchange Act Rule 13a-15; the Company Verigy will disclose in its periodic reports filed with the Commission SEC information concerning the Company Verigy management’s 's responsibilities for and evaluation of the Company’s Verigy's disclosure controls and procedures and internal control over financial reporting (including, without limitation, the annual management report and attestation report of the Company’s Verigy's independent auditors relating to internal control over financial reporting) as and when required under Items 307 and 308 of Regulation S-K and other applicable Commission SEC rules; and, without limiting the general application of the foregoing, the Company Verigy will, and will cause each other member of the Company Verigy Group to, maintain as of and after the Effective Separation Date internal systems and procedures that will provide reasonable assurance that (A) the Financial Statements are reliable and timely prepared in accordance with GAAP or IFRS (as applicable) and applicable Lawlaw, (B) all transactions of members of the Company Verigy Group are recorded as necessary to permit the preparation of the Financial Statements, (C) the receipts and expenditures of members of the Company Verigy Group are authorized at the appropriate level within the CompanyVerigy, and (D) unauthorized use or disposition of the assets of any member of the Company Verigy Group that could have a material effect on the Financial Statements is prevented or detected in a timely mannermanner (it being understood that the foregoing shall not require Verigy to comply with Section 404 of the Xxxxxxxx-Xxxxx Act of 2002 as of an earlier date than it would otherwise be required to so comply under applicable law).

Disclosure of Financial Controls. The Company Outdoor will, and will cause each other member of the Company Outdoor Group to, maintain, as of and after the Effective Closing Date, disclosure controls and procedures and internal control over financial reporting as defined in Exchange Act Rule 13a-1513a-15 promulgated under the Exchange Act; the Company Outdoor will cause each of its principal executive and principal financial officers to sign and deliver certifications to the CompanyOutdoor’s periodic reports and will include the certifications in the CompanyOutdoor’s periodic reports, as and when required pursuant to Exchange Act Rule 13a-14 and Item 601 of Regulation S-K; the Company Outdoor will cause its management to evaluate the CompanyOutdoor’s disclosure controls and procedures and internal control over financial reporting (including any change in internal control over financial reporting) as and when required pursuant to Exchange Act Rule 13a-15; the Company Outdoor will disclose in its periodic reports filed with the Commission SEC information concerning the Company Outdoor management’s responsibilities for and evaluation of the CompanyOutdoor’s disclosure controls and procedures and internal control over financial reporting (including, without limitation, the annual management report and attestation report of the CompanyOutdoor’s independent auditors relating to internal control over financial reporting) as and when required under Items 307 and 308 of Regulation S-K and other applicable Commission SEC rules; and, without limiting the general application of the foregoing, the Company Outdoor will, and will cause each other member of the Company Outdoor Group to, maintain as of and after the Effective Closing Date internal systems and procedures that will provide reasonable assurance that (A) the Financial Statements are reliable and timely prepared in accordance with GAAP or IFRS (as applicable) and applicable Lawlaw, (B) all transactions of members of the Company Outdoor Group are recorded as necessary to permit the preparation of the Financial Statements, (C) the receipts and expenditures of members of the Company Outdoor Group are authorized at the appropriate level within the CompanyOutdoor, and (D) unauthorized use or disposition of the assets of any member of the Company Outdoor Group that could have a material effect on the Financial Statements financial statements of the Outdoor Group is prevented or detected in a timely manner.

Disclosure of Financial Controls. The Company Brands will, and will cause each other member of the Company Brands Group to, maintain, as of and after the Effective Closing Date, disclosure controls and procedures and internal control over financial reporting as defined in Exchange Act Rule 13a-1513a-15 promulgated under the Exchange Act; the Company will cause each of its principal executive and principal financial officers to sign and deliver certifications to the Company’s periodic reports and will include the certifications in the Company’s periodic reports, as and when required pursuant to Exchange Act Rule 13a-14 and Item 601 of Regulation S-K; the Company Brands will cause its management to evaluate the Company’s Brands’ disclosure controls and procedures and internal control over financial reporting (including any change in internal control over financial reporting) as and when required pursuant to Exchange Act Rule 13a-15; the Company Brands will disclose in its periodic reports filed with the Commission SEC information concerning the Company Brands management’s responsibilities for and evaluation of the Company’s Brands’ disclosure controls and procedures and internal control over financial reporting (including, without limitation, including the annual management report and attestation report of the Company’s Brands’ independent auditors relating to internal control over financial reporting) as and when required under Items 307 and 308 of Regulation S-K and other applicable Commission Laws and SEC rules; Brands will cause each of its principal executive and principal financial officers to sign and deliver certifications regarding Brands’ periodic reports and will include the certifications as exhibits to Brands’ periodic reports, as and when required by Law, including pursuant to Exchange Act Rule 13a-14 and Item 601 of Regulation S-K; and, without limiting the general application of the foregoing, the Company Brands will, and will cause each other member of the Company Brands Group to, maintain as of and after the Effective Closing Date internal systems and procedures that will provide reasonable assurance that (A) the Financial Statements are reliable and timely prepared in accordance with GAAP or IFRS (as applicable) and applicable Lawlaw, (B) all transactions of members of the Company Brands Group are recorded as necessary to permit the preparation of the Financial Statements, (C) the receipts and expenditures of members of the Company Brands Group are authorized at the appropriate level within the CompanyBrands, and (D) unauthorized use or disposition of the assets of any member of the Company Brands Group that could have a material effect on the Financial Statements financial statements of the Brands Group is prevented or detected in a timely manner.

Disclosure of Financial Controls. The Company Verigy will, and will cause each other member of the Company Verigy Group to, maintain, as of and after the Effective Separation Date, disclosure controls and procedures and internal control over financial reporting as defined in Exchange Act Rule 13a-1513a-15 promulgated under the Exchange Act; the Company Verigy will cause each of its principal executive officer and its principal financial officers officer to sign and deliver certifications to the CompanyVerigy’s periodic reports and will include the certifications in the CompanyVerigy’s periodic reports, as and when required pursuant to Exchange Act Rule 13a-14 and Item 601 of Regulation S-K; the Company Verigy will cause its management to evaluate the CompanyVerigy’s disclosure controls and procedures and internal control over financial reporting (including any change in internal control over financial reporting) as and when required pursuant to Exchange Act Rule 13a-15; the Company Verigy will disclose in its periodic reports filed with the Commission SEC information concerning the Company Verigy management’s responsibilities for and evaluation of the CompanyVerigy’s disclosure controls and procedures and internal control over financial reporting (including, without limitation, the annual management report and attestation report of the CompanyVerigy’s independent auditors relating to internal control over financial reporting) as and when required under Items 307 and 308 of Regulation S-K and other applicable Commission SEC rules; and, without limiting the general application of the foregoing, the Company Verigy will, and will cause each other member of the Company Verigy Group to, maintain as of and after the Effective Separation Date internal systems and procedures that will provide reasonable assurance that (A) the Financial Statements are reliable and timely prepared in accordance with GAAP or IFRS (as applicable) and applicable Lawlaw, (B) all transactions of members of the Company Verigy Group are recorded as necessary to permit the preparation of the Financial Statements, (C) the receipts and expenditures of members of the Company Verigy Group are authorized at the appropriate level within the CompanyVerigy, and (D) unauthorized use or disposition of the assets of any member of the Company Verigy Group that could have a material effect on the Financial Statements is prevented or detected in a timely mannermanner (it being understood that the foregoing shall not require Verigy to comply with Section 404 of the Xxxxxxxx-Xxxxx Act of 2002 as of an earlier date than it would otherwise be required to so comply under applicable law).

Disclosure of Financial Controls. The Company will, and CNX will cause each other member of the Company Group to, maintain, as of and after the Effective Date, disclosure controls and procedures and internal control over financial reporting as defined in Exchange Act Rule 13a-1513a-15 promulgated under the Exchange Act; the Company CNX will cause each of its principal executive and principal financial officers to sign and deliver certifications to the CompanyCNX’s periodic reports and will include the certifications in the CompanyCNX’s periodic reports, as and when required pursuant to Exchange Act Rule 13a-14 and Item 601 of Regulation S-K; the Company CNX will cause its management to evaluate the CompanyCNX’s disclosure controls and procedures and internal control over financial reporting (including any change in internal control over financial reporting) as and when required pursuant to Exchange Act Rule 13a-15; the Company CNX will disclose in its periodic reports filed with the Commission SEC information concerning the Company CNX management’s responsibilities for and evaluation of the CompanyCNX’s disclosure controls and procedures and internal control over financial reporting (including, without limitation, the annual management report and attestation report of the CompanyCNX’s independent auditors relating to internal control over financial reporting) as and when required under Items 307 and 308 of Regulation S-K and other applicable Commission SEC rules; and, without limiting the general application of the foregoing, the Company will, and CNX will cause each other member of the Company Group to, maintain as of and after the Effective Date internal systems and procedures that will provide reasonable assurance that (A) the Financial Statements are reliable and timely prepared in accordance with GAAP or IFRS (as applicable) and applicable Lawlaw, (B) all transactions of members of the Company Group GasCo are recorded as necessary to permit the preparation of the Financial Statements, (C) the receipts and expenditures of members of the Company Group GasCo are authorized at the Master Separation Agreement appropriate level within the CompanyGasCo, and (D) unauthorized use or disposition of the assets of any member of the Company Group GasCo that could have a material effect on the Financial Statements is prevented or detected in a timely manner.

Disclosure of Financial Controls. The Company will, and will cause each other member of the Company Group to, maintain, as of and after the Effective Date, disclosure controls and procedures and internal control over financial reporting as defined in Exchange Act Rule 13a-15; the Company will cause each of its principal executive and principal financial officers to sign and deliver certifications to the Company’s 's periodic reports and will include the certifications in the Company’s 's periodic reports, as and when required pursuant to Exchange Act Rule 13a-14 and Item 601 of Regulation S-K; the Company will cause its management to evaluate the Company’s 's disclosure controls and procedures and internal control over financial reporting (including any change in internal control over financial reporting) as and when required pursuant to Exchange Act Rule 13a-15; the Company will disclose in its periodic reports filed with the Commission information concerning the Company management’s 's responsibilities for and evaluation of the Company’s 's disclosure controls and procedures and internal control over financial reporting (including, without limitation, the annual management report and attestation report of the Company’s 's independent auditors relating to internal control over financial reporting) as and when required under Items 307 and 308 of Regulation S-K and other applicable Commission rules; and, without limiting the general application of the foregoing, the Company will, and will cause each other member of the Company Group to, maintain as of and after the Effective Date internal systems and procedures that will provide reasonable assurance that (A) the Financial Statements are reliable and timely prepared in accordance with GAAP or IFRS (as applicable) and applicable Law, (B) all transactions of members of the Company Group are recorded as necessary to permit the preparation of the Financial Statements, (C) the receipts and expenditures of members of the Company Group are authorized at the appropriate level within the Company, and (D) unauthorized use or disposition of the assets of any member of the Company Group that could have a material effect on the Financial Statements is prevented or detected in a timely manner.

Disclosure of Financial Controls. The Company Envista will, and will cause each other member of the Company Envista Group to, maintain, as of and after the Effective Date, disclosure controls and procedures and internal control over financial reporting as defined in Rule 13a-15 under the Exchange Act Rule 13a-15Act; the Company Envista will cause each of its principal executive and principal financial officers to sign and deliver certifications to the CompanyEnvista’s periodic reports and will include the certifications in the CompanyEnvista’s periodic reports, in each case, as and when required pursuant to Rule 13a-14 under the Exchange Act Rule 13a-14 and Item 601 of Regulation S-K; Envista will comply with its obligations under Sections 302 and 404 of the Company Xxxxxxxx-Xxxxx Act of 2002; Envista will cause its management to evaluate the CompanyEnvista’s disclosure controls and procedures and internal control over financial reporting (including any change in internal control over financial reporting) as and when required pursuant to Rule 13a-15 under the Exchange Act Rule 13a-15Act; the Company Envista will disclose in its periodic reports filed with the Commission information concerning the Company Envista management’s responsibilities for and evaluation of the CompanyEnvista’s disclosure controls and procedures and internal control over financial reporting (including, without limitation, including the annual management report and attestation report of the CompanyEnvista’s independent auditors relating to internal control over financial reporting) as and when required under Items 307 and 308 of Regulation S-K and other applicable Commission rules; and, without limiting the general application of the foregoing, the Company Envista will, and will cause each other member of the Company Envista Group to, maintain as of and after the Effective Date internal systems and procedures that will provide reasonable assurance that (Ai) the Financial Statements are reliable and timely prepared in accordance with GAAP or IFRS (as applicable) and applicable Law, (Bii) all transactions of members of the Company Envista Group are recorded as necessary to permit the preparation of the Financial Statements, (Ciii) the receipts and expenditures of members of the Company Envista Group are authorized at the appropriate level within the CompanyEnvista, and (Div) unauthorized use or disposition of the assets of any member of the Company Envista Group that could have a material effect on the Financial Statements is prevented or detected in a timely manner. It is understood and agreed that references in this Section 7.1(a) to reporting or other obligations of Envista shall be deemed to assume, for purposes hereof, that Envista is subject to the same rules and regulations as Xxxxxxx.