Common use of SEC Reports and Financial Statements Clause in Contracts

SEC Reports and Financial Statements. (a) The Company has filed with the SEC all forms, reports, schedules, registration statements and definitive proxy statements required to be filed by it with the SEC since the IPO (collectively, the “Company SEC Reports”). As of their respective dates, with respect to the Company SEC Reports filed pursuant to the Exchange Act, and as of their respective effective dates, as to the Company SEC Reports filed pursuant to the Securities Act, the Company SEC Reports (i) complied, or with respect to those not yet filed, will comply, in all material respects with the applicable requirements of the Exchange Act and the Securities Act, as applicable, and (ii) did not, or with respect to those not yet filed, will not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in the light of the circumstances under which they were made, not misleading.

SEC Reports and Financial Statements. (a) The Company has timely filed with with, or furnished to, as applicable, the SEC all formsregistration statements, prospectuses, reports, forms, statements, schedules, registration statements certifications and definitive proxy statements other documents required to be filed by it the Company since April 29, 2017 (together with the SEC since the IPO (collectivelyall exhibits and schedules thereto and all information incorporated therein by reference, the “Company SEC ReportsDocuments”). As of their respective dates, with respect to the Company SEC Reports filed pursuant to the Exchange Actor if amended, and as of their respective effective dates, as to the Company SEC Reports filed pursuant to date of the Securities Actlast such amendment, the Company SEC Reports Documents (i) complied, or with respect to those not yet filed, will comply, were prepared in accordance and complied in all material respects with the applicable requirements of the Securities Act, the Exchange Act and the Securities Act, as Xxxxxxxx-Xxxxx Act (to the extent then applicable, ) and (ii) did not, or with respect to those not yet filed, will not, 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. As of the date of this Agreement, there are no material outstanding or unresolved comments in comment letters received from the SEC with respect to the Company SEC Documents. The Company is in compliance in all material respects with the applicable provisions of the Xxxxxxxx-Xxxxx Act.

SEC Reports and Financial Statements. (a) The Company has filed with the SEC all formsA true and complete copy of each annual, reports, schedulesquarterly and other report, registration statements statement, and definitive proxy statements required to be statement filed by it Buyer with the SEC since January 1, 2016 and prior to the IPO date of this Agreement hereof (collectively, the “Company Buyer SEC ReportsDocuments”)) is available on the website maintained by the SEC at xxxx://xxx.xxx.xxx, other than portions in respect of which confidential treatment was granted by the SEC. As of their respective filing dates, with respect to the Company Buyer SEC Reports filed pursuant to the Exchange Act, and as of their respective effective dates, as to the Company SEC Reports filed pursuant to the Securities Act, the Company SEC Reports (i) complied, or with respect to those not yet filed, will comply, Documents complied in all material respects with the applicable requirements of the Exchange Securities Act and the Securities Exchange Act, as applicablethe case may be, and (ii) did notthe rules and regulations of the SEC promulgated thereunder applicable to such Buyer SEC Documents, or with respect to those not yet filed, will not, contain and none of the Buyer SEC Documents contained on their filing dates any untrue statement of a material fact or omit omitted to state a material fact required to be stated therein or necessary to make the statements made therein, in the light of the circumstances under which they were made, not misleading, except to the extent corrected by a subsequently filed Buyer SEC Document.

SEC Reports and Financial Statements. (a) The Company has filed with the SEC all forms, reports, schedules, registration statements and definitive proxy statements (the "SEC Reports") ----------- required to be filed by it with the SEC since the IPO (collectively, date the “Company SEC Reports”)became subject to reporting requirements under the Exchange Act. As of their respective dates, with respect to the Company SEC Reports filed pursuant to the Exchange Act, and as of their respective effective dates, as to the Company SEC Reports filed pursuant to the Securities Act, the Company SEC Reports (i) complied, or with respect to those not yet filed, will comply, complied in all material respects with the applicable requirements of the Exchange Act or the Securities Act of 1933, as amended, and the Securities Actrules and regulations of the SEC promulgated thereunder applicable, as applicablethe case may be, to such SEC Reports, and none of the SEC Reports (iiincluding, but not limited to, any financial statements or schedules included or incorporated by reference therein) did not, contained when filed (except to the extent revised or superseded by a subsequent filing with respect to those not yet filed, will not, contain the SEC) any untrue statement of a material fact or omit omitted to state a material fact required to be stated therein or necessary to make the statements made therein, in the light of the circumstances under which they were made, not misleading.

SEC Reports and Financial Statements. (a) The Company Liberty has filed with the SEC all forms, reports, schedules, registration statements and definitive proxy statements required to be filed by it with the SEC since the IPO (collectively, the “Company Liberty SEC Reports”). As of their respective dates, with respect to the Company Liberty SEC Reports filed pursuant to the Exchange Act, and as of their respective effective dates, as to the Company Liberty SEC Reports filed pursuant to the Securities Act, the Company Liberty SEC Reports (i) complied, or with respect to those not yet filed, will comply, in all material respects with the applicable requirements of the Exchange Act and the Securities Act, as applicable, and (ii) did not, or with respect to those not yet filed, will not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in the light of the circumstances under which they were made, not misleading.

SEC Reports and Financial Statements. (a) The Company previously has made available to Parent (for this purpose, filings that are publicly available on the SEC's XXXXX system are deemed to have been made available) each registration statement, report, proxy statement or information statement, including all amendments and supplements (each a "Company SEC Report") filed by the Company since January 1, 2005 pursuant to the Securities Act or the Exchange Act. Since January 1, 2005, the Company has timely filed with the SEC all forms, reports, schedules, registration statements Company SEC Reports and definitive proxy statements other documents required to be so filed by it with under the SEC since the IPO (collectivelyExchange Act, the “and each such Company SEC Reports”Report complied in all material respects, when filed, with all applicable requirements of the Exchange Act (including the applicable rules and regulations thereunder). As of their respective dates, with respect to the Company SEC Reports filed pursuant to the Exchange Act, and as of their respective effective dates, as to the Company SEC Reports filed pursuant to the Securities Act, the Company SEC Reports (i) complied, or with respect to those did not yet filed, will comply, in all material respects with the applicable requirements of the Exchange Act and the Securities Act, as applicable, and (ii) did not, or with respect to those not yet filed, will not, 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. None of the Company Subsidiaries is required, under the Exchange Act or by contract, to make periodic filings with the SEC.

SEC Reports and Financial Statements. (a) The Company LandCare has filed with the SEC and has heretofore made available to ServiceMaster true and complete copies of, all forms, reports, schedules, registration statements and definitive proxy statements other documents required to be filed by it with the SEC and its Subsidiaries since the IPO LandCare's inception under the Exchange Act and the Securities Act (as such documents have been amended since the time of their filing, collectively, the “Company "LANDCARE SEC Reports”DOCUMENTS"). As of their respective datesdates or, with respect to the Company SEC Reports filed pursuant to the Exchange Actif amended, and as of their respective effective dates, as to the Company SEC Reports filed pursuant to date of the Securities Actlast such amendment, the Company LandCare SEC Reports Documents, including, without limitation, any financial statements and schedules included therein, (i) complied, or with respect to those did not yet filed, will comply, in all material respects with the applicable requirements of the Exchange Act and the Securities Act, as applicable, and (ii) did not, or with respect to those not yet filed, will not, 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 misleadingmisleading and (ii) complied in all material respects with the applicable requirements of the Exchange Act and the Securities Act, as the case may be, and the applicable rules and regulations of the SEC thereunder.

SEC Reports and Financial Statements. (a) The Since January 1, 1994 up to and including the date hereof, the Company has filed with the SEC all forms, reports, schedules, registration statements, proxy statements and definitive proxy statements other documents (collectively, "Company SEC Reports") required to be filed by it the Company with the SEC since Securities and Exchange Commission (the IPO (collectively"SEC") under the Securities Act, Exchange Act, and the “Company SEC Reports”)rules and regulations thereunder. As of their respective dates, with respect to or in the Company SEC Reports filed pursuant to the Exchange Actcase of registration statements, and as of their respective effective dates, as to all of the Company SEC Reports filed pursuant to the Securities ActReports, the Company SEC Reports including all exhibits and schedules thereto and all documents incorporated by reference therein, (i) complied, or with respect complied as to those not yet filed, will comply, form in all material respects with the applicable requirements of the Exchange Securities Act and the Securities Act, as applicableExchange Act applicable thereto, and (ii) did not, or with respect to those not yet filed, will not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in the light of the circumstances under which they were made, not misleading., except for such statements, if any, as have been modified or superseded by subsequent filings prior to the date hereof. The consolidated financial statements of the Company and its Subsidiaries included in such reports

SEC Reports and Financial Statements. (a) The Company has timely filed with the SEC Securities and Exchange Commission (the "SEC"), and has heretofore made available to Buyer true and complete copies of, all forms, reports, schedules, registration statements and definitive proxy statements periodic reports required to be filed by it with since December 31, 1994 under the SEC Exchange Act (as such documents have been amended since the IPO (time of their filing, together with all such periodic reports to be filed from the date hereof to the Effective Time, collectively, the “"Company SEC Reports”Documents"). As of their respective dates, with respect to the The Company SEC Reports filed pursuant to Documents, including without limitation any financial statements or schedules included therein, at the Exchange Acttime filed, and as of their respective effective dates(a) did not or will not, as to the Company SEC Reports filed pursuant to the Securities Act, the Company SEC Reports (i) complied, or with respect to those not yet filed, will comply, in all material respects with the applicable requirements of the Exchange Act and the Securities Act, as applicable, and (ii) did not, or with respect to those not yet filed, will notcase may be, 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.misleading and (b) complied or will comply, as the case may be, in all material respects with the applicable requirements of the Exchange Act. The consolidated financial statements of the Company included in the Company SEC Documents (including the notes and schedules thereto, the "Company Financial Statements") comply as to form in all material respects with applicable

SEC Reports and Financial Statements. (a) The Company has filed with the SEC Since January 1, 2022, all forms, reports, schedules, registration statements and definitive proxy statements other documents required to be filed or furnished by it the Purchaser with the SEC since under the IPO Securities Act or the Exchange Act, together with any amendments, restatements or supplements thereto (collectively, the “Company SEC Reports”). As , (i) were prepared in all material respects in accordance with the requirements of their respective dates, with respect to the Company SEC Reports filed pursuant to Securities Act and the Exchange Act, and as of their respective effective datesthe case may be, as to the Company SEC Reports filed pursuant to the Securities Act, the Company SEC Reports (i) complied, or with respect to those not yet filed, will comply, in all material respects with the applicable requirements of the Exchange Act and the Securities Act, as applicable, rules and regulations thereunder and (ii) did not, or as of their respective effective dates (in the case of SEC Reports that are registration statements filed pursuant to the requirements of the Securities Act) and at the time they were filed with respect to those not yet filed, will not, the SEC (in the case of all other SEC Reports) 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.