Common use of SEC Filings; Financial Statements; Undisclosed Liabilities Clause in Contracts

SEC Filings; Financial Statements; Undisclosed Liabilities. (a) SEC Filings. C Co has filed all forms, reports, statements, schedules and other documents required to be filed by it with the SEC since January 1, 2002 (collectively, the “SEC Reports”). The SEC Reports (i) were prepared in accordance with the applicable requirements of the Securities Act of 1933, as amended (the “Securities Act”), the Exchange Act, the Sxxxxxxx-Xxxxx Act of 2002 (the “Sxxxxxxx-Xxxxx Act”), and, in each case, the rules and regulations promulgated thereunder, and (ii) did not, at the time they were filed, or, if amended, as of the date of such amendment, 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 the light of the circumstances under which they were made, not misleading (including any financial statements or other documentation incorporated by reference therein). No C Co Subsidiary is required to file any form, report or other document with the SEC.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Certegy Inc)

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SEC Filings; Financial Statements; Undisclosed Liabilities. (a) SEC Filings. C Co The Company has filed all forms, reports, statements, schedules and other documents required to be filed by it with the SEC since January 1, 2002 2001 (collectively, the "SEC Reports"). The SEC Reports (i) were prepared in accordance with the applicable requirements of the Securities Act of 1933, as amended (the "Securities Act"), the Exchange Act, the SxxxxxxxSarbanes-Xxxxx Oxley Act of 2002 (the “Sxxxxxxx-Xxxxx Act”)xxx, and, in each xx xxxx case, the rules and regulations promulgated thereunder, and (ii) did not, at the time they were filed, or, if amended, as of the date of such amendment, 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 the light of the circumstances under which they were made, not misleading (including any financial statements or other documentation incorporated by reference therein). No C Co Subsidiary is required to file any form, report or other document with the SEC. The Company has made available to Parent copies of all correspondence between the SEC, on the one hand, and the Company and any of the Subsidiaries, on the other hand, since January 1, 2001 through the date of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Extended Stay America Inc)

SEC Filings; Financial Statements; Undisclosed Liabilities. (a) SEC Filings. C Co The Company has filed with or furnished to, as applicable, the SEC all forms, reports, statements, schedules and other documents required to be filed or furnished by it with pursuant to the SEC since January 1, 2002 U.S. securities Laws and the rules and regulations thereunder (collectively, the “SEC Reports”). The SEC Reports (i) were prepared and complied with in all material respects in accordance with either the applicable requirements of the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, the Sxxxxxxx-Xxxxx Act of 2002 (the “Sxxxxxxx-Xxxxx Act”)as applicable, and, in each case, and the rules and regulations promulgated thereunder, thereunder and (ii) did not, at the time they were filed, or, if amendedamended or supplemented, as of the date of such amendmentamendment or supplement, 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 the light of the circumstances under which they were made, not misleading (including misleading. There are no material unresolved comments issued by the staff of the SEC with respect to any financial statements or other documentation incorporated by reference therein)of the SEC Reports. No C Co Company Subsidiary is required to file any form, report or other document with the SEC.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Adams Respiratory Therapeutics, Inc.)

SEC Filings; Financial Statements; Undisclosed Liabilities. (a) SEC Filings. C Co The Company has filed all forms, reports, statements, schedules and other documents required to be filed by it with the SEC since January 1, 2002 (collectively, the “SEC Reports”). The SEC Reports (i) were prepared in accordance with the applicable requirements of the Securities Act of 1933, as amended (the “Securities Act”), the Exchange Act, the SxxxxxxxXxxxxxxx-Xxxxx Act of 2002 (the “Sxxxxxxx-Xxxxx Act”), and, in each case, the rules and regulations promulgated thereunder, and (ii) did not, at the time they were filed, or, if amended, as of the date of such amendment, 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 the light of the circumstances under which they were made, not misleading (including any financial statements or other documentation incorporated by reference therein). No C Co Subsidiary is required to file any form, report or other document with the SEC.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sungard Data Systems Inc)

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SEC Filings; Financial Statements; Undisclosed Liabilities. (a) SEC Filings. C Co The Company has filed all forms, reports, statements, schedules and other documents required to be filed by it with the SEC since January 1, 2002 2001 (collectively, the "SEC Reports”REPORTS"). The SEC Reports (i) were prepared in accordance with the applicable requirements of the Securities Act of 1933, as amended (the “Securities Act”"SECURITIES ACT"), the Exchange Act, the SxxxxxxxSarbanes-Xxxxx Oxley Act of 2002 (the “Sxxxxxxx-Xxxxx Act”), and, in each case, the rules and regulations promulgated regulatioxx xxxxxxxxxxx thereunder, and (ii) did not, at the time they were filed, or, if amended, as of the date of such amendment, 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 the light of the circumstances under which they were made, not misleading (including any financial statements or other documentation incorporated by reference therein). No C Co Subsidiary is required to file any form, report or other document with the SEC. The Company has made available to Parent copies of all correspondence between the SEC, on the one hand, and the Company and any of the Subsidiaries, on the other hand, since January 1, 2001 through the date of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Prime Hospitality Corp)

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