SEC Representations. Through the date hereof, the Company has filed all forms, reports and documents with the Commission required to be filed by it ("SEC Reports"). The Company has delivered and/or made available to Purchaser true and complete copies of the required SEC Reports. Such SEC Reports, at the time filed, complied in all material respects with the requirements of the federal and state securities laws and the rules and regulations of the Commission thereunder applicable to such SEC Reports. None of the SEC Reports, including without limitation, any financial statements or schedules included therein, contains any untrue statement of a material fact or omits to state a material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading.
SEC Representations. Through the date hereof, the Company has filed all forms, reports and documents with the Commission required to be filed by it ("SEC Reports"). The Company has delivered and/or made available to Purchaser true and complete copies of the required SEC Reports. Such SEC Reports, at the time filed, complied in all material respects with the requirements of the federal and state securities laws and the rules and regulations of the Commission thereunder applicable to such SEC Reports. None of the SEC Reports, including without limitation, any financial statements or schedules included therein, contains any untrue statement of a material fact or omits to state a material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading. In connection with all shares of common stock and other securities issued by the Company from inception to date, the Company has complied with the registration requirements of the federal Securities Act of 1933 and all applicable state blue sky laws or has relied upon a valid, applicable exemption from those registration requirements.
SEC Representations. Through the date hereof, the Company has duly, timely, accurately and completely filed all forms, reports and documents with the Commission required to be filed by it pursuant to Section 15(d) of the Securities Exchange Act of 1934 including without limitation its registration statement on Form SB-2 ("SEC Reports"). The Company has fewer than 500 shareholders of record as determined in accordance with Rule 12g5-1 and is not required to register its shares under the Securities Exchange Act of 1934. True and complete copies of the required SEC Reports have been made available to the Purchaser by the Seller and are incorporated herein by reference. Such SEC Reports, at the time filed, complied in all material respects with the requirements of the federal and state securities laws and the rules and regulations of the Commission thereunder applicable to such SEC Reports. Except as set forth on Schedule 3.6 hereto, none of the SEC Reports, including without limitation, any financial statements or schedules included therein, contains any untrue statement of a material fact or omits to state a material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading.
SEC Representations. Through the date hereof, Seller is not and has never been required to file any reports with the SEC. In connection with all shares of common stock and other securities issued by Seller from inception to date, Seller has complied with the registration requirements of the federal Securities Act of 1933 and all applicable state blue sky laws or has relied upon a valid, applicable exemption from those registration requirements.
SEC Representations. Through the date hereof, the Company has filed all forms, reports and documents with the Commission required to be filed by it pursuant to Section 15(d) of the Securities Exchange Act of 1934 including without limitation its registration statement on Form SB-2 ("SEC Reports"). The Company has fewer than 500 shareholders of record as determined in accordance with Rule 12g5-1 and is not required to register its shares under the Securities Exchange Act of 1934. True and complete copies of the required SEC Reports have been delivered to the Purchaser by the Seller and are incorporated herein by reference. Such SEC Reports, at the time filed, complied in all material respects with the requirements of the federal and state securities laws and the rules and regulations of the Commission thereunder applicable to such SEC Reports. None of the SEC Reports, including without limitation, any financial statements or schedules included therein, contains any untrue statement of a material fact or omits to state a material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading.
SEC Representations. Through the date hereof, the Company and it Officer, Directors, and 10% Shareholders have filed all forms, reports and documents with the Commission required to be filed by them ("SEC Reports"). The Company has delivered and/or made available to Purchaser true and complete copies of the required SEC Reports. Such SEC Reports, at the time filed, complied in all material respects with the requirements of the federal and state securities laws and the rules and regulations of the Commission thereunder applicable to such SEC Reports. None of the SEC Reports, including without limitation, any financial statements or schedules included therein, contains any untrue statement of a material fact or omits to state a material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading.
