Filings with Securities and Exchange Commission. The Company shall provide the Subscriber with copies of its annual reports on Form 10-KSB, quarterly reports on Form 10-QSB and current reports on Form 8-K for as long as the Preferred Shares remain outstanding.
Filings with Securities and Exchange Commission. Notwithstanding the foregoing, each Party acknowledges that both Parties are, or are affiliates of, a publicly traded company and each Party hereby consents to the disclosure of this Agreement and the relationship between the Parties in their respective filings with the Securities and Exchange Commission and disclosures to their stockholders; provided, however, that each Party shall use commercially reasonable efforts not to disclose the specific financial terms and conditions of this Agreement except when such disclosure is required by Applicable Laws or by this Agreement.
Filings with Securities and Exchange Commission. In the event that the Investors or their counsel determine that the execution and delivery of this Agreement or the giving of any proxies as provided herein shall constitute or form a "group," as such term is defined in Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations promulgated thereunder, and for as long as such group is deemed to exist, each such person that the Investors or their counsel determine to be members of such group shall agree to:
(a) furnish to the Investors or their counsel such information regarding such person or the shares of Common Stock beneficially owned by such person as the Investors or their counsel shall request in order to prepare all necessary or appropriate reports, schedules or other filings with the Securities and Exchange Commission (the "Commission"), including any amendments thereto;
(b) execute and deliver all filings, joint filing agreements, powers of attorney, or other agreements, documents or instruments as the Investors or their counsel shall request in order to prepare, file or cause to be filed with the Commission the documents described in Section 2.6(a);
(c) agree to file such reports, schedules or other filings jointly with the Investors if so requested by the Investors or their counsel; and
(d) do or cause to be done all things necessary, proper or advisable to effectuate the purpose and intent of this Section 2.6 and to cooperate fully with the Investors and their counsel and other agents or representatives in connection with any steps required to be taken as part of such person's obligations hereunder.
Filings with Securities and Exchange Commission. Each of the Forms 10 K and 10-Q filed by the Buyer with the Securities and Exchange Commission (“SEC”) during calendar years 2004, 2005 and 2006 fairly present, in all material respects, the financial condition and results of operation of the Buyer for the periods covered by such reports. No event has occurred or developed during calendar years 2004, 2005 or 2006 resulting in a material adverse effect on Buyer’s assets or business not required to be reported to the SEC. Since the expiration of the most recent period for which a Form 10-K or 10-Q was prepared and filed by Buyer, (a) there has been no change in the assets liabilities or financial condition of Buyer’s business except for changes in the ordinary course of business which have not had a material adverse effect on Buyer’s assets or business, and (b) there has been no occurrence or development, individually or in the aggregate, whether or not insured against, with respect to the business, prospects, condition (financial or otherwise), operations, property or affairs of the Buyer’s business, which has had a material adverse effect on Buyer’s assets or business.
Filings with Securities and Exchange Commission. In the event that the Investors or their counsel determine that the execution and delivery of this Agreement or the giving of any proxies as provided herein shall constitute or form a "group," as such term is defined in Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules
Filings with Securities and Exchange Commission. Each of the Forms 10 K and 10-Q filed by the Buyer with the Securities and Exchange Commission (“SEC”) during calendar years 2003, 2004 and 2005 fairly present, in all material respects, the financial condition and results of operation of the Buyer for the periods covered by such reports. No event has occurred or developed during calendar years 2003, 2004 or 2005 resulting in a material adverse effect on Buyer’s assets or business not required to be reported to the SEC. Since the expiration of the most recent period for which a Form 10-K or 10-Q was prepared and filed by Buyer, (a) there has been no change in the assets liabilities or financial condition of Buyer’s business except for changes in the ordinary course of business or changes resulting from Hurricanes Xxxxxxx and Xxxx, which have not had a material adverse effect on Buyer’s assets or business, and (b) there has been no occurrence (other than the impact of Hurricanes Xxxxxxx or Xxxx) or development, individually or in the aggregate, whether or not insured against, with respect to the business, prospects, condition (financial or otherwise), operations, property or affairs of the Buyer’s business, which has had a material adverse effect on Buyer’s assets or business.
Filings with Securities and Exchange Commission. On the date of this Agreement and at Closing, all of Buyer's common stock, including the Shares, shall be registered pursuant to Section 12(g) of the Securities Exchange Act of 1934, as amended (the "1934 Act"), and the Buyer shall have timely filed all reports required to be filed by it prior to the date hereof with the Securities and Exchange Commission ("SEC") under the 1934 Act. As of their respective dates, or if amended as of the date of the last such amendment, such filings complied, and all documents required to be filed by the Buyer with the SEC after the date hereof will comply, in all material respects with the requirements of the Securities Act of 1933, as amended (the "1933 Act") or the 1934 Act, as the case may be, and the applicable rules and regulations promulgated thereunder and no document or report (including, without limitation, the Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q filed with respect to any interim financial statements) contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, or are to be made, not misleading. Prior to Closing the Buyer shall have provided or given access to the Sellers and Parent all such reports and other information reasonably requested by the Sellers or Parent regarding the Buyer to enable the Sellers to make an informed decision regarding the value of the Shares.
Filings with Securities and Exchange Commission. (a) The parties recognize that Seller may be required to report the Transactions to the Commission on Form 8-K, or such other report as Seller may deem appropriate, and Speed Release may be required to file certain reports with the Commission, and the parties agree to cooperate in the preparation and filing of such report or any other filings required to be filed with the Commission.
(b) The parties acknowledge that Seller is delinquent on certain required filings with the Commission. Within thirty (30) days after the Closing of the Bedowitz Option, Seller shall file all delinquent filings with the Commission. Seller covenants and warrants that, upon the issuance of the Bedowitz Option Shares, it will remain current with all Commission filings.
Filings with Securities and Exchange Commission. In the event that the Investors or their counsel determine that the execution and delivery of this Agreement or the giving of any proxies as provided herein shall constitute or form a "group," as such term is defined in Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations promulgated thereunder, and for as long as such group is deemed to exist, Casey agrees to:
(a) furnish to the Investors or thxxx xounsel such information regarding Casey or the shares of Common Stock beneficially owned by Casxx xx the Investors or their counsel shall request in order to prepare all necessary or appropriate reports, schedules or other filings with the Securities and Exchange Commission (the "Commission"), including any amendments thereto;
(b) execute and deliver all filings, joint filing agreements, powers of attorney, or other agreements, documents or instruments as the Investors or their counsel shall request in order to prepare, file or cause to be filed with the Commission the documents described in Section 3.5(a);
(c) agree to file such reports, schedules or other filings jointly with the Investors if so requested by the Investors or their counsel; and
(d) do or cause to be done all things necessary, proper or advisable to effectuate the purpose and intent of this Section 3.5 and to cooperate fully with the Investors and their counsel and other agents or representatives in connection with any steps required to be taken as part of Casey's obligations hereunder.
Filings with Securities and Exchange Commission. No information set forth by Xxxx in any filings made with the Securities and Exchange Commission contains any untrue statement of a material fact or omits to state any material fact required to be stated therein or necessary to make the statements made not misleading.
