Xxxxxxxx-Xxxxx Act Compliance. The Company will comply with all effective applicable provisions of the Xxxxxxxx-Xxxxx Act.
Xxxxxxxx-Xxxxx Act Compliance. The Company and its officers have complied in all material respects with the Xxxxxxxx-Xxxxx Act including Sections 302 and 906 thereunder.
Xxxxxxxx-Xxxxx Act Compliance. (a) Each of the principal executive officer and the principal financial officer of NPB has made all certifications required under the Xxxxxxxx-Xxxxx Act with respect to NPB’s SEC reports, and NPB has made available to KNBT a summary of any disclosure made by NPB’s management to the NPB’s auditors and audit committee referred to in such certifications. For purposes of the preceding sentence, “principal executive officer” and “principal financial officer” shall have the meanings ascribed to such terms in the Xxxxxxxx-Xxxxx Act.
(b) NPB has (i) designed disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) to ensure that material information relating to NPB, including its consolidated Subsidiaries, is made known to its principal executive officer and principal financial officer; (ii) designed internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP; (iii) evaluated the effectiveness of NPB’s disclosure controls and procedures and, to the extent required by applicable law, presented in any applicable NPB SEC reports that is a report on Form 10-K or Form 10-Q or any amendment thereto its conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by such report or amendment based on such evaluation; and (iv) to the extent required by applicable law, disclosed in such report or amendment any change in NPB’s internal control over financial reporting that occurred during the period covered by such report or amendment that has materially affected, or is reasonably likely to materially affect, NPB’s internal control over financial reporting.
(c) To NPB’s Knowledge, except as disclosed in NPB Disclosure Schedule 4.28(c) or in NPB’s Annual Report on Form 10-K for the year ended December 31, 2006 or subsequently filed Form 10-Qs: (i) NPB does not have any significant deficiencies or material weaknesses in
Xxxxxxxx-Xxxxx Act Compliance. If obligated to reimburse the Company under Section 304(a) of the Xxxxxxxx-Xxxxx Act of 2002, Executive will promptly reimburse the Company for any profit, any bonus or other incentive-based or equity-based compensation, or any other sums as required by Section 304(a), within thirty (30) days of the earlier of becoming aware of such obligation or receiving written notice of such obligation from the Company.]
Xxxxxxxx-Xxxxx Act Compliance. There is and has been no failure on the part of the Company and any of the Company’s directors or officers, in their capacities as such, to comply with any provision of the Xxxxxxxx-Xxxxx Act of 2002 and the rules and regulations promulgated in connection therewith (the “Xxxxxxxx-Xxxxx Act”), to the extent applicable to the Company, including Section 402 relating to loans.
Xxxxxxxx-Xxxxx Act Compliance. The Company will use its commercially reasonable efforts to comply with all effective applicable provisions of the Xxxxxxxx-Xxxxx Act; provided, however, that during the pendency of any Placement Notice, the Company will use its reasonable best efforts to comply with all effective applicable provisions of the Xxxxxxxx-Xxxxx Act.
Xxxxxxxx-Xxxxx Act Compliance. The Company has complied in all material respects with Sections 302 and 906 of the Xxxxxxxx-Xxxxx Act and has made the evaluations of the company's disclosure controls and procedures required under Rule 13a-15 under the Exchange Act. The Company has completed its required assessment under Section 404 of the Xxxxxxxx-Xxxxx Act and the rules and regulations promulgated in connection therewith (collectively "Section 404") and included such assessment in its Annual Report on Form 10-K for the fiscal year ended December 31, 2004 (the "Form 10-K"). The Company's assessment under Section 404 concluded that its internal control over financial reporting was effective as of December 31, 2004 and this assessment has been audited by Ernst & Young LLP as stated in their report which was included in the Form 10-K.
Xxxxxxxx-Xxxxx Act Compliance. The Company has complied in all material respects with Rule 13a-14 of the Exchange Act and has made the evaluations of the Company’s disclosure controls and procedures required under Rule 13a-15 under the Exchange Act.
Xxxxxxxx-Xxxxx Act Compliance. The Company and each of its subsidiaries has complied with, is not in violation of, and has not received any notice of violation relating to any law, rule or regulation relating to the conduct of its business, or the ownership or operation of its property and assets, including, without limitation, the Xxxxxxxx-Xxxxx Act and the rules and regulations of the Commission thereunder, except where the failure to be in compliance is not reasonably likely to result in a Material Adverse Effect.
Xxxxxxxx-Xxxxx Act Compliance. To the extent applicable to each Group Company subject thereto, each required form, report and document containing financial statements that has been filed with or submitted to the United States Securities and Exchange Commission since July 31, 2002, was accompanied by the certifications required to be filed or submitted by the chief executive officer and chief financial officer of any Group Company pursuant to the Xxxxxxxx-Xxxxx Act of 2002 (the "Xxxxxxxx-Xxxxx Act"), and at the time of filing or submission of each such certification, such certification was true and accurate and complied in all material respects with the Xxxxxxxx-Xxxxx Act and the rules and regulations promulgated thereunder, except to the extent the failure to do so could not reasonably be expected to have a Material Adverse Effect. No Group Company nor, to the knowledge of Holdings or the Borrower, any director, senior officer, employee, auditor, accountant or authorized representative of any Group Company has received or otherwise had or obtained knowledge of any complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of any Group Company or their respective internal accounting controls, including any complaint, allegation, assertion or claim that any Group Company has engaged in questionable accounting or auditing practices, in each case which if determined to be valid could reasonably be expected to have a Material Adverse Effect. Except as set forth on Schedule 5.05, to the knowledge of Holdings and the Borrower, no attorney representing any Group Company, whether or not employed by any Group Company, has reported evidence of a material violation of securities laws, breach of fiduciary duty or similar violation by any Group Company or any of its officers, directors, employees or agents to the board of directors of any Group Company or any committee thereof or to any director or officer of any Group Company, in each case which if determined to have occurred could reasonably be expected to have a Material Adverse Effect.
