Common use of SEC Reports; Financial Information Clause in Contracts

SEC Reports; Financial Information. (a) The Company has timely filed or otherwise transmitted all forms, reports, statements, certifications and other documents (including all financial statements, schedules, exhibits, supplements and amendments thereto) required to be filed by it with the SEC since July 1, 2002 (all such forms, reports, statements, certifications and other documents filed by the Company with the SEC since July 1, 2002, whether or not required to be filed, collectively, the “SEC Reports”), each of which, as finally amended, complied as to form in all material respects with the applicable requirements of the Exchange Act, each as in effect on the date so filed. None of the SEC Reports, as finally amended, contains, or contained any untrue statement of a material fact or omits or omitted, to state a material fact required to be stated or incorporated by reference therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading, or omits or omitted any information required by SEC rules and regulations to be included therein. As of the date hereof, there are no outstanding or unresolved comments from the SEC staff with respect to any of the SEC Reports. Each of the consolidated financial statements (including the related notes and schedules) included in the SEC Reports complies with Regulation S-X under the Exchange Act (“Regulation S-X”) and has been prepared in accordance with GAAP applied on a consistent basis for the periods involved (except as may be indicated in the notes thereto). Each of the consolidated balance sheets included in the SEC Reports (including the related notes and schedules) fairly presents, in all material respects, the consolidated financial position of the Company and the Company Subsidiaries at the respective dates thereof and each of the related consolidated statements of earnings, cash flows and shareholders’ equity included in the SEC Reports (including any related notes and schedules) fairly presents, in all material respects, the results of operations and cash flows of the Company and the Company Subsidiaries for the periods indicated (subject, in the case of unaudited financial statements, to normal year end audit adjustments and the absence of full footnote disclosure), and is consistent with the books and records of the Company and the Company Subsidiaries.

SEC Reports; Financial Information. (a) The Company Parent has timely filed or otherwise transmitted furnished, as applicable, all forms, reports, statements, certifications and other documents (including all financial statements, schedules, exhibits, supplements and amendments thereto) required to be filed or furnished by it with the SEC since July January 1, 2002 2003 (all such formscollectively, reports, statements, certifications and other documents filed by the Company with the SEC since July 1, 2002, whether or not required to be filed, collectivelyany amendments thereto, the “Parent SEC Reports”), each of which, including any financial statements or schedules included therein, as finally amendedamended prior to the date hereof, has complied as to form in all material respects with the applicable requirements of the Securities Act and the Exchange Act, each as in effect on the date so filed. None of the Parent SEC ReportsReports contained, when filed as finally amendedamended prior to the date hereof, contains, or contained any untrue statement of a material fact or omits or omitted, omitted to state a material fact required to be stated or incorporated by reference therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, or omits or omitted any information required by SEC rules and regulations to be included therein. As of the date hereof, there are no outstanding or unresolved comments from the SEC staff with respect to any of the SEC Reports. Each of the consolidated financial statements (including the related notes and schedulesi) included in the SEC Reports complies with Regulation S-X under the Exchange Act (“Regulation S-X”) and has been prepared in accordance with GAAP applied on a consistent basis for the periods involved (except as may be indicated in the notes thereto). Each of the consolidated balance sheets included in the Parent SEC Reports (including the related notes and schedules) was prepared in accordance with GAAP in all material respects applied on a consistent basis throughout the periods covered and fairly presents, in all material respects, the consolidated financial position of the Company Parent and the Company Parent Subsidiaries at the respective dates thereof and each of (ii) the related consolidated statements of earnings, cash flows and shareholdersstockholders’ equity included in the Parent SEC Reports (including any the related notes and schedules) fairly presents, were prepared in accordance with GAAP in all material respects, respects applied on a consistent basis throughout the periods covered and fairly present in all material respects the results of operations and cash flows of the Company Parent and the Company Parent Subsidiaries for the periods indicated (subject, in the case of unaudited financial statementseach of clause (i) and (ii), to normal year and/or recurring year-end audit adjustments and the absence of full footnote disclosuredisclosure in the case of unaudited financial statements), and is consistent with the books and records of the Company and the Company Subsidiaries.

SEC Reports; Financial Information. (a) He-Ro has furnished to Nah-Nah true, correct and complete copies of its Annual Report on Form 10-K for the fiscal years ended May 31, 1996 and 1997 (and will furnish to Nah-Nah promptly after the filing thereof, true, correct and complete copies of all other filings made by He-Ro with the Securities and Exchange Commission (the "SEC") after the date hereof through and including the Closing Date, (the "Subsequent SEC Filings"; all such documents, including the Subsequent SEC Filings, being collectively called the "SEC Documents"), each as filed with the SEC. The SEC Documents include all of the documents that the Company has timely filed or otherwise transmitted all forms, reports, statements, certifications and other documents (including all financial statements, schedules, exhibits, supplements and amendments thereto) was required to be filed by it file with the SEC since July 1May 31, 2002 (1996 through the date hereof and the Subsequent SEC Filings will include all such forms, reports, statements, certifications and other of the documents filed by that the Company is required to file with the SEC since July 1from the date hereof through and including the Closing Date. Each of the SEC Documents has been duly filed (other than the Subsequent SEC Filings which will be duly filed) and when filed was or will be in the case of the Subsequent SEC Filings, 2002, whether or not required to be filed, collectively, the “SEC Reports”), each of which, as finally amended, complied as to form in compliance in all material respects with the applicable requirements of the Exchange Act, each as in effect on Act and the date so filed. None rules and regulations of the SEC Reportsthereunder applicable to such SEC Document. Each of SEC Documents (including the financial statements included therein) was or will be in the case of the Subsequent SEC Filings, complete and correct in all material respects as of its date and, as finally amendedof its date, containsdid not or will not, or contained in the case of the Subsequent SEC Filings, contain any untrue statement of a material fact or omits or omitted, omit to state a material fact required to be stated or incorporated by reference therein or necessary in order to make the statements made therein, in light of the circumstances under which they were made, not misleading. The financial statements included within the SEC Documents have been or will be, or omits or omitted any information required by SEC rules and regulations to be included therein. As in the case of the date hereofSubsequent SEC Filings, there are no outstanding or unresolved comments from the SEC staff with respect to any of the SEC Reports. Each of the consolidated financial statements (including the related notes and schedules) included in the SEC Reports complies with Regulation S-X under the Exchange Act (“Regulation S-X”) and has been prepared in accordance with GAAP applied on a consistent basis for during the periods involved (except as may be indicated in the notes thereto). Each ) and present fairly or will present fairly, in the case of the consolidated balance sheets included in the Subsequent SEC Reports (including the related notes and schedules) fairly presentsFilings, in all material respects, the consolidated financial position of the Company and the Company Subsidiaries at the respective dates thereof and each of the related consolidated statements of earnings, cash flows and shareholders’ equity included in the SEC Reports (including any related notes and schedules) fairly presents, in all material respects, the results of operations and cash flows of the Company and the Company Subsidiaries for the periods indicated (subject, in the case of the unaudited financial statements, to normal year year-end audit adjustments adjustments) the consolidated financial position of He-Ro and the absence of full footnote disclosure), and is consistent with Subsidiaries as at the books and records of the Company dates thereof and the Company Subsidiariesconsolidated results of their operations and cash flows for the periods then ended.

SEC Reports; Financial Information. (a) The Company has timely filed or otherwise transmitted furnished, as applicable, all forms, reports, statements, certifications and other documents (including all financial statements, schedules, exhibits, supplements and amendments thereto) required to be filed or furnished by it with the SEC Securities and Exchange Commission (“SEC”) since July January 1, 2002 2003 (all such formscollectively, reports, statements, certifications and other documents filed by the Company with the SEC since July 1, 2002, whether or not required to be filed, collectivelyany amendments thereto, the “Company SEC Reports”), each of which, including any financial statements or schedules included therein, as finally amendedamended prior to the date hereof, has complied as to form in all material respects with the applicable requirements of the Securities Act and the Exchange Act, each as in effect on the date so filed. None of the Company SEC ReportsReports contained, when filed as finally amendedamended prior to the date hereof, contains, or contained any untrue statement of a material fact or omits or omitted, omitted to state a material fact required to be stated or incorporated by reference therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, or omits or omitted any information required by SEC rules and regulations to be included therein. As of the date hereof, there are no outstanding or unresolved comments from the SEC staff with respect to any of the SEC Reports. Each of the consolidated financial statements (including the related notes and schedulesi) included in the SEC Reports complies with Regulation S-X under the Exchange Act (“Regulation S-X”) and has been prepared in accordance with GAAP applied on a consistent basis for the periods involved (except as may be indicated in the notes thereto). Each of the consolidated balance sheets included in the Company SEC Reports (including the related notes and schedules) was prepared in accordance with GAAP in all material respects applied on a consistent basis throughout the periods covered and fairly presents, in all material respects, the consolidated financial position of the Company and the Company Subsidiaries at the respective dates thereof and each of (ii) the related consolidated statements of earnings, cash flows and shareholdersstockholders’ equity included in the Company SEC Reports (including any the related notes and schedules) were prepared in accordance with GAAP in all material respects applied on a consistent basis throughout the periods covered and fairly presentspresent, in all material respects, the results of operations and cash flows of the Company and the Company Subsidiaries for the periods indicated (subject, in the case of unaudited financial statementseach of clause (i) and (ii), to normal year and/or recurring year-end audit adjustments and the absence of full footnote disclosuredisclosure in the case of unaudited financial statements), and is consistent with the books and records of the Company and the Company Subsidiaries.

SEC Reports; Financial Information. (a) The Company has timely filed or otherwise transmitted all forms, reports, statements, certifications and other documents (including all financial statements, schedules, exhibits, supplements and amendments thereto) required to be filed by it with the SEC or NASDAQ since July January 1, 2002 (all such forms, reports, statements, certifications and other documents filed by the Company with the SEC since July January 1, 2002, whether or not required to be filed, collectively, the “SEC Reports”), each of which, as finally amended, complied as to form in all material respects with the applicable requirements of the Securities Act and the Exchange Act, each as in effect on the date so filed. None of the SEC Reports, as finally amended, containscontain, or contained or, in the case of Registration Statements filed with the SEC, on the date of effectiveness thereof, contained, any untrue statement of a material fact or omits omit, or in the case of Registration Statements filed with the SEC, on the date of effectiveness thereof, omitted, to state a material fact required to be stated or incorporated by reference therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, or omits or omitted any information required by SEC rules and regulations to be included therein. As of the date hereof, there are no outstanding or unresolved comments from the SEC staff with respect to any of the SEC Reports. Each of the consolidated financial statements (including the related notes and schedules) included in the SEC Reports complies comply with Regulation S-X under the Securities Act and Exchange Act (“Regulation S-X”) and has have been prepared in accordance with GAAP applied on a consistent basis for the periods involved (except as may be indicated in the notes thereto). Each of the consolidated balance sheets included in the SEC Reports (including the related notes and schedules) fairly presents, in all material respects, the consolidated financial position of the Company and the Company Subsidiaries at the respective dates thereof and each of the related consolidated statements of earnings, cash flows and shareholdersstockholders’ equity included in the SEC Reports (including any related notes and schedules) fairly presents, in all material respects, the results of operations and cash flows of the Company and the Company Subsidiaries for the periods indicated (subject, in the case of unaudited financial statements, to normal year end audit adjustments and the absence of full footnote disclosure), and is consistent with the books and records of the Company and the Company Subsidiaries.

SEC Reports; Financial Information. (a) The Company has timely filed or otherwise transmitted all forms, reports, statements, certifications and other documents (including all financial statements, schedules, exhibits, supplements and amendments thereto) required to be filed by it with the SEC Securities and Exchange Commission (“SEC”) since July 1January 31, 2002 (all such formscollectively, reports, statements, certifications and other documents filed by the Company with the SEC since July 1, 2002, whether or not required to be filed, collectivelyany amendments thereto, the “SEC Reports”), each of which, including any financial statements or schedules included therein, as finally amendedamended prior to the date hereof, has complied as to form in all material respects with the applicable requirements of the Securities Act and the Exchange Act, each as in effect on the date so filed. None of the SEC ReportsReports contained, when filed as finally amendedamended prior to the date hereof, contains, or contained any untrue statement of a material fact or omits or omitted, omitted to state a material fact required to be stated or incorporated by reference therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, or omits or omitted any information required by SEC rules and regulations to be included therein. As of the date hereof, there are no outstanding or unresolved comments in comment letters received from the SEC staff with respect to any of the SEC Reports. Each of the consolidated financial statements (including the related notes and schedulesi) included in the SEC Reports complies with Regulation S-X under the Exchange Act (“Regulation S-X”) and has been prepared in accordance with GAAP applied on a consistent basis for the periods involved (except as may be indicated in the notes thereto). Each of the consolidated balance sheets included in the SEC Reports (including the related notes and schedules) was prepared in accordance with GAAP in all material respects applied on a consistent basis throughout the periods covered and fairly presents, in all material respects, the consolidated financial position of the Company and the Company Subsidiaries at the respective dates thereof and each of (ii) the related consolidated statements of earnings, cash flows and shareholdersstockholders’ equity included in the SEC Reports (including any related notes and schedules) was prepared in accordance with GAAP in all material respects applied on a consistent basis throughout the periods covered and fairly presents, in all material respects, the results of operations and cash flows of the Company and the Company Subsidiaries for the periods indicated (subject, in the case of unaudited financial statementseach of clause (i) and (ii), to normal year year-end audit adjustments and the absence of full footnote disclosuredisclosure in the case of unaudited financial statements), and is consistent with the books and records of the Company and the Company Subsidiaries.

SEC Reports; Financial Information. (a) The Company has timely filed or otherwise transmitted all forms, reports, statements, certifications and other documents (including all financial statements, schedules, exhibits, supplements and amendments thereto) required to be filed by it with the SEC since July 1, 2002 (all such forms, reports, statements, certifications and other documents filed by the Company with the SEC since July 1, 2002, whether or not required to be filed, collectively, the “"SEC Reports”"), each of which, as finally amended, complied as to form in all material respects with the applicable requirements of the Exchange Act, each as in effect on the date so filed. None of the SEC Reports, as finally amended, containscontain, or contained any untrue statement of a material fact or omits omit or omitted, to state a material fact required to be stated or incorporated by reference therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading, or omits omit or omitted any information required by SEC rules and regulations to be included therein. As of the date hereof, there are no outstanding or unresolved comments from the SEC staff with respect to any of the SEC Reports. Each of the consolidated financial statements (including the related notes and schedules) included in the SEC Reports complies comply with Regulation S-X under the Exchange Act (“"Regulation S-X”") and has have been prepared in accordance with GAAP applied on a consistent basis for the periods involved (except as may be indicated in the notes thereto). Each of the consolidated balance sheets included in the SEC Reports (including the related notes and schedules) fairly presents, in all material respects, the consolidated financial position of the Company and the Company Subsidiaries at the respective dates thereof and each of the related consolidated statements of earnings, cash flows and shareholders’ ' equity included in the SEC Reports (including any related notes and schedules) fairly presents, in all material respects, the results of operations and cash flows of the Company and the Company Subsidiaries for the periods indicated (subject, in the case of unaudited financial statements, to normal year end audit adjustments and the absence of full footnote disclosure), and is consistent with the books and records of the Company and the Company Subsidiaries.

SEC Reports; Financial Information. (a) The Company has timely filed or otherwise transmitted all forms, reports, statements, certifications and other documents (including all financial statements, schedules, exhibits, supplements and amendments thereto) required to be filed by it with the SEC since July 1, 2002 (all such forms, reports, statements, certifications and other documents filed by the Company with the SEC since July 1, 2002, whether or not required to be filed, collectively, the “SEC Reports”), each of which, as finally amended, complied as to form in all material respects with the applicable requirements of the Exchange Act, each as in effect on the date so filed. None of the SEC Reports, as finally amended, containscontain, or contained any untrue statement of a material fact or omits omit or omitted, to state a material fact required to be stated or incorporated by reference therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading, or omits omit or omitted any information required by SEC rules and regulations to be included therein. As of the date hereof, there are no outstanding or unresolved comments from the SEC staff with respect to any of the SEC Reports. Each of the consolidated financial statements (including the related notes and schedules) included in the SEC Reports complies comply with Regulation S-X under the Exchange Act (“Regulation S-X”) and has have been prepared in accordance with GAAP applied on a consistent basis for the periods involved (except as may be indicated in the notes thereto). Each of the consolidated balance sheets included in the SEC Reports (including the related notes and schedules) fairly presents, in all material respects, the consolidated financial position of the Company and the Company Subsidiaries at the respective dates thereof and each of the related consolidated statements of earnings, cash flows and shareholders’ equity included in the SEC Reports (including any related notes and schedules) fairly presents, in all material respects, the results of operations and cash flows of the Company and the Company Subsidiaries for the periods indicated (subject, in the case of unaudited financial statements, to normal year end audit adjustments and the absence of full footnote disclosure), and is consistent with the books and records of the Company and the Company Subsidiaries.

SEC Reports; Financial Information. (a) The Company has timely filed or otherwise transmitted all forms, reports, statements, certifications and other documents (including all financial statements, schedules, exhibits, supplements and amendments thereto) required to be filed by it with the SEC since July 1, 2002 (all such forms, reports, statements, certifications and other documents filed by the Company with the SEC since July 1, 2002, whether or not required to be filed, collectively, the “SEC Reports”), each of which, as finally amended, complied as to form in all material respects with the applicable requirements of the Exchange Act, each as in effect on the date so filed. None of the SEC Reports, as finally amended, containscontain, or contained any untrue statement of a material fact or omits omit or omitted, to state a material fact required to be stated or incorporated by reference therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading, or omits or omitted any information required by SEC rules and regulations to be included therein. As of the date hereof, there are no outstanding or unresolved comments from the SEC staff with respect to any of the SEC Reports. Each of the consolidated financial statements (including the related notes and schedules) included in the SEC Reports complies comply with Regulation S-X under the Exchange Act (“Regulation S-X”) and has have been prepared in accordance with GAAP applied on a consistent basis for the periods involved (except as may be indicated in the notes thereto). Each of the consolidated balance sheets included in the SEC Reports (including the related notes and schedules) fairly presents, in all material respects, the consolidated financial position of the Company and the Company Subsidiaries at the respective dates thereof and each of the related consolidated statements of earnings, cash flows and shareholders’ equity included in the SEC Reports (including any related notes and schedules) fairly presents, in all material respects, the results of operations and cash flows of the Company and the Company Subsidiaries for the periods indicated (subject, in the case of unaudited financial statements, to normal year end audit adjustments and the absence of full footnote disclosure), and is consistent with the books and records of the Company and the Company Subsidiaries.