SEC Filings and Reports. This Section 3.06 replaces Section 4.2 of the Base Indenture with respect to the Notes in its entirety. The Company covenants that any documents or reports that the Company is required to file with the SEC pursuant to Section 13 or 15(d) of the Exchange Act shall be filed by the Company with the Trustee within 15 calendar days after the same are required to be filed with the SEC (giving effect to any grace period provided by Rule 12b-25 under the Exchange Act). Documents filed by the Company pursuant to the SEC’s “XXXXX” system (or any successor electronic filing system) shall be deemed to constitute “filing” with the Trustee for purposes of this Section 3.06. If at any time the Company is not subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Company shall provide the Trustee and the Holders with annual and quarterly reports containing substantially the same information as would have been required to be filed with the SEC had the Company continued to have been subject to such reporting requirements. In such event, such annual and quarterly reports shall be provided at the times the Company would have been required to provide reports had it continued to have been subject to such reporting requirements. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Company’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officers’ Certificates).
SEC Filings and Reports. This Section 3.03 shall, with respect to the Notes, replace Section 4.02 of the Base Indenture in its entirety. The Company covenants that any documents or reports that the Company is required to file with the SEC pursuant to Section 13 or 15(d) of the Exchange Act or to otherwise comply with Section 314(a) of the TIA shall be filed by the Company (with a copy to the Trustee) within 15 calendar days after the same are required to be filed with the SEC (giving effect to any grace period provided by Rule 12b-25 under the Exchange Act or any other similar or successor provision). Documents filed by the Company pursuant to the SEC’s “XXXXX” system (or any successor electronic filing system) shall be deemed to constitute “filing” with the Trustee for purposes of this Section 3.03. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Company’s compliance with any of its covenants hereunder (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).
SEC Filings and Reports. Since December 31, 2004, ELC has filed all reports, schedules, forms, statements and other documents (the “Commission Documents”) required to be filed by it with the SEC pursuant to the reporting requirements of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). As of their respective dates, the Commission Documents complied in all material respects with the requirements of the Exchange Act and the rules and regulations of the Commission promulgated thereunder applicable to the Commission Documents. Each Commission Document does not as of the date hereof contain an 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 therein in light of the circumstances in which they were made not misleading.
SEC Filings and Reports. The Company will timely file all documents required to be filed with the SEC pursuant to section 13 or 15 of the Exchange Act, and shall provide to the Collateral Agent within one day of making any filing with the SEC copies, copies of all such documents, including all financial statements of the Company filed with the SEC, and all supplemental information packages given to securities analysts or investors.
SEC Filings and Reports. This Section 3.03 shall, with respect to the Notes, replace Section 4.02 of the Base Indenture in its entirety. The Company, pursuant to Section 314(a) of the TIA, shall: (1) deliver to the Trustee, within 15 days after the Company files the same with the SEC, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may from time to time by rules and regulations prescribe) which the Company may be required to file with the SEC pursuant to Section 13 or Section 15(d) of the Exchange Act; or, if the Company is not required to file information, documents or reports pursuant to either of said Sections, then it shall deliver to the Trustee and file with the SEC, in accordance with rules and regulations prescribed from time to time by the SEC, such of the supplementary and periodic information, documents and reports which may be required pursuant to Section 13 of the Exchange Act in respect of a security listed and registered on a national securities exchange as may be prescribed from time to time in such rules and regulations. Documents filed by the Company pursuant to the SEC’s “EXXXX” system (or any successor electronic filing system) shall be deemed to constitute “filing” with the Trustee for purposes of this Section 3.03.
SEC Filings and Reports. The Company’s Annual Report on Form 20-F most recently filed with the SEC and all subsequent reports or documents required to be filed or furnished by it under the Exchange Act (collectively, the “Exchange Act Reports”) which have been filed by the Company with, or furnished by the Company to, the SEC or sent to shareholders pursuant to the Exchange Act, do not, so far as the Seller is aware, include any untrue statement of a material fact or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. So far as the Seller is aware, such Exchange Act Reports when they were filed with, or furnished to, the SEC conformed in all material respects to the requirements of the Exchange Act and the rules and regulations of the SEC thereunder.
SEC Filings and Reports. Promptly upon their becoming available, copies of all registration statements and regular periodic reports, if any, which Borrower shall have filed with the Securities and Exchange Commission or any governmental agency substituted therefor, or any national securities exchange, including copies of Borrower’s form 10-K annual report, form 10-Q quarterly report and any Form 8-K report filed with the Securities and Exchange Commission.
SEC Filings and Reports. The Company shall file with the Trustee any documents or reports that the Company is required to file with the SEC pursuant to Section 13 or 15(d) of the Exchange Act (excluding any such information, documents or reports or portions thereof, subject to confidential treatment (or for which the Company has requested confidential treatment) and any correspondence with the SEC) within 15 calendar days after the date the same are required to be filed with the SEC (after giving effect to any grace period provided by Rule 12b-25 under the Exchange Act). Documents filed by the Company pursuant to the SEC’s “XXXXX” system (or any successor thereto) shall be deemed to constitute “filing” with the Trustee for purposes of this Section 3.03 as of the time such documents are filed via XXXXX, it being understand that the Trustee shall not be responsible for determining whether such filings have been made. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Company’s compliance with any of its covenants under this Indenture (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).
SEC Filings and Reports. (a) In connection with the IPO, each of the Evercore Partners and Protego Partners shall cooperate in preparing, and shall cause to be filed with the SEC as promptly as practicable, mutually acceptable offering materials in respect of the IPO, including a Registration Statement of Pubco on Form S-1 (including the prospectus filed as part of such Registration Statement) (as amended and supplemented from time to time, the “Form S-1”). Each of the Evercore Partners and Protego Partners shall use reasonable best efforts to have the Form S-1 declared effective by the SEC as promptly as practicable. Each of Evercore Partners and Protego Partners shall, as promptly as practicable after receipt thereof, provide each other with copies of any written comments and advise the other party of any oral comments with respect to the Form S-1 received from the SEC. The Evercore Partners shall cooperate with and provide the Protego Partners, and the Protego Partners shall cooperate with and provide the Evercore Partners, with a reasonable opportunity to review and comment on any amendment or supplement to the Form S-1 prior to filing such with the SEC. The Evercore Partners and the Protego Partners will provide each other with a copy of all such filings made with the SEC. Each of the Evercore Partners and Protego Partners shall furnish all necessary information concerning the Evercore Partners, the Evercore Entities, the Protego Partners, the Protego Entities and their respective Affiliates, as applicable, as may be reasonably requested in connection with the IPO and Form S-1. Without limiting the foregoing, each of Evercore Partners and Protego Partners agrees to (i) participate in, and cause appropriate officers and employees to participate in, meetings, drafting sessions, due diligence sessions and road shows, (ii) prepare and furnish financial and other pertinent information regarding it and its Affiliates for inclusion in the Form S-1, (iii) execute and deliver any certificates, consents, underwriting agreements, placement agreements, registration rights agreements or other documents in connection with the IPO and the Form S-1, (iv) cause legal counsel to deliver customary opinions in connection with the IPO and the Form S-1 and (v) cause its independent accountants to provide consent to inclusion of audit reports and financial statements and provide any comfort letters in connection with the IPO and the Form S-1.
(b) Each of Evercore Partners agrees, as to themselves a...
SEC Filings and Reports. (i) Except with respect to a Securitization Issuer (as to which the representations are being made in Section 5.2(gg) below), since January 1, 2003, all forms, reports, registration statements and other documents required to be made or filed by any GMACCH Company pursuant to the Act or the Exchange Act (collectively, the “SEC Reports”) and all certifications and statements required to be made by any officer or director of any GMACCH Company pursuant to the Act or the Exchange Act with respect to any SEC Report have been duly made or filed on a timely basis.
(ii) The SEC Reports were prepared in all material respects in accordance with the requirements of the Act and the Exchange Act, as the case may be, and the rules and regulations thereunder and did not at the time they were filed with the SEC 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 light of the circumstances under which they were made, not misleading.
