Common use of SEC Filings and Financial Statements Clause in Contracts

SEC Filings and Financial Statements. (a) Parent has filed and furnished in a timely manner all reports, schedules, forms, prospectuses and registration, proxy and other statements, in each case, required to be filed or furnished by it with or to the SEC (collectively, and in each case including all exhibits thereto and documents incorporated by reference therein, the “Parent SEC Documents”). As of their respective effective dates (in the case of Parent SEC Documents that are registration statements filed pursuant to the requirements of the Securities Act) and as of the respective dates of the last amendment filed with the SEC (in the case of all other Parent SEC Documents), the Parent SEC Documents complied in all material respects with the requirements of the Exchange Act and the Securities Act, as the case may be, and the rules and regulations of the SEC promulgated thereunder, each as in effect on the applicable date referred to above, applicable to such Parent SEC Documents, and none of the Parent SEC Documents as of such respective dates contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Molekule Group, Inc.), Agreement and Plan of Merger (INSU Acquisition Corp. II), Agreement and Plan of Merger (AeroClean Technologies, Inc.)

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SEC Filings and Financial Statements. (a) Parent has and its Subsidiaries have filed and furnished in or furnished, as applicable, on a timely manner all reportsbasis, scheduleseach registration statement, formsprospectus, prospectuses and registrationform, proxy statement, certification, report and other statements, in each case, document (together with all amendments thereof and supplements thereto) required to be filed or furnished by it with Parent or any of its Subsidiaries pursuant to the Exchange Act or the Securities Act with the SEC since January 1, 2016 (collectively, as such documents have since the time of their filing been amended or supplemented and in each case including all exhibits thereto and documents incorporated by reference thereinto the extent publicly available, the “Parent SEC DocumentsReports”). As of their respective effective dates (in the case of Parent SEC Documents that are registration statements dates, after giving effect to any amendments or supplements thereto filed pursuant prior to the requirements of the Securities Act) and as of the respective dates of the last amendment filed with the SEC (in the case of all other Parent SEC Documents)date hereof, the Parent SEC Documents complied Reports (i) comply in all material respects with the requirements of the Exchange Act and or the Securities Act, as the case may be, the Xxxxxxxx-Xxxxx Act and the applicable rules and regulations of the SEC promulgated thereunder, each as in effect on the applicable date referred to above, applicable to such Parent SEC Documents, thereunder and none of the Parent SEC Documents as of such respective dates contained (ii) do not contain any untrue statement of a material fact or omitted omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading.

Appears in 2 contracts

Samples: Master Transaction Agreement (RTI Surgical Holdings, Inc.), Master Transaction Agreement (Rti Surgical, Inc.)

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