Examples of Buyer Filings in a sentence
The documents comprising the Buyer Filings complied as filed in all material respects with applicable Securities Laws and did not, as of the date filed (or, if amended or superseded by a subsequent filing prior to the date of this Agreement, on the date of such subsequent filing), contain any Misrepresentation.
To the knowledge of the Buyer, neither the Buyer nor any of the Buyer Filings is subject to an ongoing audit, review, comment or investigation by any Securities Authority or the CSE.
The Buyer shall notify the Seller promptly of the receipt of any comments of the Commission and of any request by the Commission for amendments or supplements to the Registration Statement or by any other governmental official with respect to any Other Buyer Filing or for additional information and will supply the Seller with copies of all correspondence with respect to the Registration Statement and any Other Buyer Filings.
The Buyer does not in the conduct of its business as now or proposed to be conducted as described in the Buyer Filings infringe or conflict with any right or patent of any third party, or any discovery, invention product or process which is the subject of a patent application filed by any third party, known to the Buyer, which such infringement or conflict is reasonably likely to result in a Material Adverse Effect on the Buyer.
Seller agrees that (i) at least three (3) business days prior to filing, Seller shall furnish the Buyer copies of all proposed Buyer Filings relating to, disclosing or describing the transactions contemplated by this Agreement, and (ii) it shall not make any Buyer Filing described in the immediately preceding clause (i) without the prior consent of Seller, which shall not be unreasonably withheld, conditioned or delayed.
Between the date hereof and the Closing Date, Seller shall cooperate with the Buyer in connection with the preparation and filing of, and provide to the Buyer for inclusion or incorporation by reference in, any reports or filings to be filed by Buyer with the Commission (the "Buyer Filings").
The Buyer has provided to the Seller true and complete copies of (i) the Quarterly Reports of the Buyer on Form 10-Q for the three months ended June 30, 1999 and September 30, 1999 (ii) its proxy or information statements relating to meetings of, or actions taken without a meeting by, the stockholders of the Buyer subsequent to June 23, 1999, and (iii) all other reports, statements and registration statements filed by the Buyer with the SEC subsequent to June 23, 1999 (collectively, the "Buyer Filings").
Since January 1, 2019, other than the transactions contemplated in this Agreement and as disclosed in the Buyer Filings, the business of the Buyer and its Subsidiaries has been conducted only in the ordinary course of business and there has not been any event, occurrence, fact, effect or circumstance that has had or would reasonably be expected to have, individually or in the aggregate, a Buyer Material Adverse Effect.
Except as disclosed in the Buyer Filings, to the knowledge of the Buyer, no Person beneficially owns, directly or indirectly, or exercises control or direction over, more than 10% of the votes attached to the Buyer Shares.
Without limiting the foregoing, Seller shall take all commercially reasonable actions requested by Buyer to enable Buyer to include or incorporate by reference in the Buyer Filings any Financial Statement of Buyer, including, without limitation, any auditors' report thereon.