Common use of Disclosure Reports Clause in Contracts

Disclosure Reports. Buyer has a class of securities registered pursuant to Section 12(g) of the Exchange Act. Buyer has timely filed all forms, proxy statements, reports, schedules and other documents, including all certifications and statements required by the Exchange Act or Section 906 of the Sxxxxxxx-Xxxxx Act required to be filed by the Exchange Act since January 1, 2015 (the “Buyer Exchange Act Reports”). The Buyer Exchange Act Reports (i) at the time filed, (or, if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing) complied in all material respects with the applicable requirements of the securities laws and other applicable laws and (ii) did not, at the time they were filed (or, if amended or superseded by a filing prior to the date of this Agreement, then on the date of such amended or superseded filing) contain any untrue statement of a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. Each offering or sale of securities by Buyer (i) was either registered under the 1933 Act or made pursuant to a valid exemption from registration, (ii) complied in all material respects with the applicable requirements of the securities laws and other applicable laws, except for immaterial late “blue sky” filings, including disclosure and broker/dealer registration requirements, and (iii) was made pursuant to offering documents which did not, at the time of the offering (or, in the case of registration statements, at the effective date thereof) contain any untrue statement of a material fact or omit to state a material fact required to be stated in the offering documents or necessary to make the statements in such documents, in light of the circumstances under which they were made, not misleading.

Disclosure Reports. Buyer has a class of securities registered pursuant to Section 12(g) of the Exchange Act. Buyer has timely filed all forms, proxy statements, reports, schedules and other documents, including all certifications and statements required by the Exchange Act or Section 906 of the SxxxxxxxXxxxxxxx-Xxxxx Act required to be filed by the Exchange Act since January 1, 2015 (the “Buyer Exchange Act Reports”). The Buyer Exchange Act Reports (i) at the time filed, (or, if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing) complied in all material respects with the applicable requirements of the securities laws and other applicable laws and (ii) did not, at the time they were filed (or, if amended or superseded by a filing prior to the date of this Agreement, then on the date of such amended or superseded filing) contain any untrue statement of a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. Each offering or sale of securities by Buyer (i) was either registered under the 1933 Act or made pursuant to a valid exemption from registration, (ii) complied in all material respects with the applicable requirements of the securities laws and other applicable laws, except for immaterial late “blue sky” filings, including disclosure and broker/dealer registration requirements, and (iii) was made pursuant to offering documents which did not, at the time of the offering (or, in the case of registration statements, at the effective date thereof) contain any untrue statement of a material fact or omit to state a material fact required to be stated in the offering documents or necessary to make the statements in such documents, in light of the circumstances under which they were made, not misleading.

Disclosure Reports. Buyer has a class (a) INLB is not, and its common stock is not, currently registered under the Securities Exchange Act of securities registered pursuant to Section 12(g) of 1934 (the “Exchange Act”). Buyer has timely filed all formsINLB is currently listed for trading of its common stock on the OTC Markets Pink sheets and files quarterly, proxy statements, reports, schedules annual and other documents, including all certifications and statements required by interim reports in compliance with Rule 15c2-11 (a)(5) promulgated under the Exchange Act or Section 906 and the requirements of the Sxxxxxxx-Xxxxx Act required to be filed by the Exchange Act since January 1, 2015 OTC Markets (the “Buyer Exchange Act OTC Reports”). The Buyer Exchange Act INLB OTC Reports (i) at the time filed, (or, if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing) complied in all material respects with the applicable requirements of the securities laws and other applicable laws and (ii) did not, at the time they were filed (or, if amended or superseded by a filing prior to the date of this Agreement, then on the date of such amended or superseded filing) contain any untrue statement of a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. Each offering or sale of securities by Buyer INLB (i) was either registered under the 1933 Exchange Act or made pursuant to a valid exemption from registration, (ii) complied in all material respects with the applicable requirements of the securities laws and other applicable laws, except for immaterial late “blue skyBlue Sky” filings, including disclosure and broker/dealer registration requirements, and (iii) was made pursuant to offering documents documents, which did not, at the time of the offering (or, in the case of registration statements, at the effective date thereof) contain any untrue statement of a material fact or omit to state a material fact required to be stated in the offering documents or necessary to make the statements in such documents, in light of the circumstances under which they were made, not misleading. (b) All of the financial statements of INLB included in its Annual Report for year ended September 30, 2017 filed with OTC Markets in 2018, and each of its Quarterly Report filings filed with OTC Markets in 2018, including any related notes thereto, have been prepared in accordance with GAAP in all material respects, subject in the case of unaudited financial statements to normal year-end adjustments and the absence of notes, and present fairly in all material respects the consolidated financial position, results of operations and cash flows of INLB and its subsidiaries as of the dates and for the periods indicated therein.

Disclosure Reports. Buyer (a) Ameris has a class of securities registered pursuant to Section 12(g12(b) of the Exchange Act. Buyer Ameris has timely filed all forms, proxy statements, reports, schedules and other documents, including all certifications and statements required by the Exchange Act or Section 906 of the SxxxxxxxXxxxxxxx-Xxxxx Act Act, required to be filed by the Exchange Act since January 1, 2015 (the “Buyer Ameris Exchange Act Reports”). The Buyer Ameris Exchange Act Reports Reports: (ia) at the time filed, filed (or, if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing) complied in all material respects with the applicable requirements of the securities laws Laws and other applicable laws Applicable Laws; and (iib) did not, at the time they were filed (or, if amended or superseded by a filing prior to the date of this Agreement, then on the date of such amended or superseded filing) contain any untrue statement of a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. Each offering or sale of securities by Buyer Ameris: (ix) was either registered under the 1933 Securities Act or made pursuant to a valid exemption from registration, ; (iiy) complied in all material respects with the applicable requirements of the securities laws Laws and other applicable lawsApplicable Laws, except for immaterial late “blue sky” filings, including disclosure and broker/dealer registration requirements, ; and (iiiz) was made pursuant to offering documents which did not, at the time of the offering (or, in the case of registration statements, at the effective date thereof) contain any untrue statement of a material fact or omit to state a material fact required to be stated in the offering documents or necessary to make the statements in such documents, in light of the circumstances under which they were made, not misleading. (b) The information contained in the Ameris Exchange Act Reports shall be deemed to qualify all representations and warranties contained in this Article III to the extent applicable.

Disclosure Reports. Buyer Seller has a class of securities registered pursuant to Section 12(g) of the Exchange Act. Buyer Seller has timely filed all forms, proxy statements, reports, schedules and other documents, including all certifications and statements required by the Exchange Act or Section 906 of the SxxxxxxxXxxxxxxx-Xxxxx Act required to be filed by the Exchange Act since January 1, 2015 (the “Buyer Seller Exchange Act Reports”). The Buyer Seller Exchange Act Reports (i) at the time filed, (or, if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing) complied in all material respects with the applicable requirements of the securities laws and other applicable laws and (ii) did not, at the time they were filed (or, if amended or superseded by a filing prior to the date of this Agreement, then on the date of such amended or superseded filing) contain any untrue statement of a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. Each offering or sale of securities by Buyer Seller (i) was either registered under the 1933 Act or made pursuant to a valid exemption from registration, (ii) complied in all material respects with the applicable requirements of the securities laws and other applicable laws, except for immaterial late “blue sky” filings, including disclosure and broker/dealer registration requirements, and (iii) was made pursuant to offering documents which did not, at the time of the offering (or, in the case of registration statements, at the effective date thereof) contain any untrue statement of a material fact or omit to state a material fact required to be stated in the offering documents or necessary to make the statements in such documents, in light of the circumstances under which they were made, not misleading.

Disclosure Reports. Buyer Atlantic has a class of securities registered pursuant to Section 12(g12(b) of the Exchange Act. Buyer Atlantic has timely filed all forms, proxy statements, reports, schedules and other documents, including all certifications and statements required by the Exchange Act or Section 906 of the SxxxxxxxXxxxxxxx-Xxxxx Act Act, required to be filed by the Exchange Act since January 1, 2015 (the “Buyer Atlantic Exchange Act Reports”). The Buyer Atlantic Exchange Act Reports Reports: (ia) at the time filed, filed (or, if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing) complied in all material respects with the applicable requirements of the securities laws Laws and other applicable laws Applicable Laws; and (iib) did not, at the time they were filed (or, if amended or superseded by a filing prior to the date of this Agreement, then on the date of such amended or superseded filing) contain any untrue statement of a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. Each offering or sale of securities by Buyer Atlantic: (ix) was either registered under the 1933 Securities Act of 1933, as amended (the “Securities Act”), or made pursuant to a valid exemption from registration, ; (iiy) complied in all material respects with the applicable requirements of the securities laws Laws and other applicable lawsApplicable Laws, except for immaterial late “blue sky” filings, including disclosure and broker/dealer registration requirements, ; and (iiiz) was made pursuant to offering documents which did not, at the time of the offering (or, in the case of registration statements, at the effective date thereof) contain any untrue statement of a material fact or omit to state a material fact required to be stated in the offering documents or necessary to make the statements in such documents, in light of the circumstances under which they were made, not misleading.

Disclosure Reports. Buyer Atlantic has a class of securities registered pursuant to Section 12(g12(b) of the Exchange Act. Buyer Atlantic has timely filed all forms, proxy statements, reports, schedules and other documents, including all certifications and statements required by the Exchange Act or Section 906 of the Sxxxxxxx-Xxxxx Act Act, required to be filed by the Exchange Act since January 1, 2015 (the “Buyer Atlantic Exchange Act Reports”). The Buyer Atlantic Exchange Act Reports Reports: (ia) at the time filed, filed (or, if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing) complied in all material respects with the applicable requirements of the securities laws Laws and other applicable laws Applicable Laws; and (iib) did not, at the time they were filed (or, if amended or superseded by a filing prior to the date of this Agreement, then on the date of such amended or superseded filing) contain any untrue statement of a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. Each offering or sale of securities by Buyer Atlantic: (ix) was either registered under the 1933 Securities Act of 1933, as amended (the “Securities Act”), or made pursuant to a valid exemption from registration, ; (iiy) complied in all material respects with the applicable requirements of the securities laws Laws and other applicable lawsApplicable Laws, except for immaterial late “blue sky” filings, including disclosure and broker/dealer registration requirements, ; and (iiiz) was made pursuant to offering documents which did not, at the time of the offering (or, in the case of registration statements, at the effective date thereof) contain any untrue statement of a material fact or omit to state a material fact required to be stated in the offering documents or necessary to make the statements in such documents, in light of the circumstances under which they were made, not misleading.

Disclosure Reports. Buyer Seller has a class of securities registered pursuant to Section 12(g) of the Exchange Act. Buyer Seller has timely filed all forms, proxy statements, reports, schedules and other documents, including all certifications and statements required by the Exchange Act or Section 906 of the Sxxxxxxx-Xxxxx Act required to be filed by the Exchange Act since January 1, 2015 (the “Buyer Seller Exchange Act Reports”). The Buyer Seller Exchange Act Reports (i) at the time filed, (or, if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing) complied in all material respects with the applicable requirements of the securities laws and other applicable laws and (ii) did not, at the time they were filed (or, if amended or superseded by a filing prior to the date of this Agreement, then on the date of such amended or superseded filing) contain any untrue statement of a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. Each offering or sale of securities by Buyer Seller (i) was either registered under the 1933 Act or made pursuant to a valid exemption from registration, (ii) complied in all material respects with the applicable requirements of the securities laws and other applicable laws, except for immaterial late “blue sky” filings, including disclosure and broker/dealer registration requirements, and (iii) was made pursuant to offering documents which did not, at the time of the offering (or, in the case of registration statements, at the effective date thereof) contain any untrue statement of a material fact or omit to state a material fact required to be stated in the offering documents or necessary to make the statements in such documents, in light of the circumstances under which they were made, not misleading.

Disclosure Reports. Buyer (a) Ameris has a class of securities registered pursuant to Section 12(g12(b) of the Exchange Act. Buyer Ameris has timely filed all forms, proxy statements, reports, schedules and other documents, including all certifications and statements required by the Exchange Act or Section 906 of the Sxxxxxxx-Xxxxx Act Act, required to be filed by the Exchange Act since January 1, 2015 (the “Buyer Ameris Exchange Act Reports”). The Buyer Ameris Exchange Act Reports Reports: (ia) at the time filed, filed (or, if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing) complied in all material respects with the applicable requirements of the securities laws Laws and other applicable laws Applicable Laws; and (iib) did not, at the time they were filed (or, if amended or superseded by a filing prior to the date of this Agreement, then on the date of such amended or superseded filing) contain any untrue statement of a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. Each offering or sale of securities by Buyer Ameris: (ix) was either registered under the 1933 Securities Act or made pursuant to a valid exemption from registration, ; (iiy) complied in all material respects with the applicable requirements of the securities laws Laws and other applicable lawsApplicable Laws, except for immaterial late “blue sky” filings, including disclosure and broker/dealer registration requirements, ; and (iiiz) was made pursuant to offering documents which did not, at the time of the offering (or, in the case of registration statements, at the effective date thereof) contain any untrue statement of a material fact or omit to state a material fact required to be stated in the offering documents or necessary to make the statements in such documents, in light of the circumstances under which they were made, not misleading. (b) The information contained in the Ameris Exchange Act Reports shall be deemed to qualify all representations and warranties contained in this Article III to the extent applicable.