SEC Reporting and Compliance. (a) Parent filed a registration statement on Form SB-2 under the Securities Act which became effective on February 1, 2002 and was not withdrawn, and a registration statement on Form 10-SB under the Exchange Act, which became effective on October 15, 2001. Since October 15, 2001 and except as set forth on Schedule 3.8, Parent has timely filed with the Commission all registration statements, proxy statements, information statements and reports required to be filed pursuant to the Exchange Act. Parent has not filed with the Commission a certificate on Form 15 pursuant to Rule 12h-3 of the Exchange Act.
(b) Parent has delivered to the Company true and complete copies of the registration statements, information statements and other reports (collectively, the "Parent SEC Documents") filed by the Parent with the Commission. None of the Parent SEC Documents, as of their respective dates, contained any untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements contained therein not misleading.
(c) Except as set forth on Schedule 3.8, Parent has not filed, and nothing has occurred with respect to which Parent would be required to file, any report on Form 8-K since January 1, 2003. Prior to and until the Closing, Parent will provide to the Company copies of any and all amendments or supplements to the Parent SEC Documents filed with the Commission since January 1, 2003 and all subsequent registration statements and reports filed by Parent subsequent to the filing of the Parent SEC Documents with the Commission and any and all subsequent information statements, proxy statements, reports or notices filed by the Parent with the Commission or delivered to the stockholders of Parent.
(d) Parent is not an investment company within the meaning of Section 3 of the Investment Company Act.
(e) The shares of Parent Common Stock are quoted on the Over-the-Counter (OTC) Bulletin Board under the symbol "LGIV.OB," and Parent is in compliance in all material respects with all rules and regulations of the OTC Bulletin Board applicable to it and the Parent Stock.
(f) The Parent has complied in all material respects with the Securities Act, Exchange Act and all other applicable federal and state securities laws.
SEC Reporting and Compliance. (c) Parent filed a registration statement on Form SB-2 under the Securities Act which became effective on December 4, 2002. Since that date, Parent has filed with the Commission all registration statements, proxy statements, information statements and reports required to be filed pursuant to the Exchange Act. Parent has not filed with the Commission a certificate on Form 15 pursuant to Rule 12h-3 of the Exchange Act.
SEC Reporting and Compliance. The Issuer will take all actions necessary to ensure that the Shares will continue to be registered under Section 12(b) or Section 12(g) of the Exchange Act. It will timely file all reports required pursuant to the Securities Exchange Act, including without limitation those required pursuant to Section 13 or 15(d) thereof and the rules and regulations thereunder. It will comply with all provisions of the Securities Act and the Securities Exchange Act and the rules and regulations thereunder relating to corporate governance, FCPA, record keeping and controls and procedures and other similar provisions, including without limitation those required pursuant to Securities Exchange Act Sections 10A, 13, 15(d), 30A, Form 20-F and the respective rules and regulations thereunder.
SEC Reporting and Compliance. None of the Company’s registration statements, proxy statements, information statements and reports filed with the Securities and Exchange Commission (“SEC”) since January 1, 2016, as of their respective dates, contained any untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements contained therein not misleading.
SEC Reporting and Compliance. (a) Parent filed a registration statement on Form SB-2 under the Exchange Act which became effective on March 19, 2007, Parent has filed with the Commission all reports required to be filed by companies registered pursuant to Section 12(g) of the Exchange Act.
(b) Parent has delivered to the Company true and complete copies of all annual reports on Form 10-KSB, quarterly reports on Form 10-QSB and Form 10-Q, current reports on Form 8-K and other statements reports and filings (collectively, the “Parent SEC Documents”) filed by the Parent with the Commission.
(c) Parent has not filed, and nothing has occurred with respect to which Parent would be required to file, any report on Form 8-K since November 7, 2008. Prior to and until the Closing, Parent will provide to the Company copies of any and all amendments or supplements to the Parent SEC Documents filed with the Commission since November 7, 2008 and any and all subsequent statements, reports and filings filed by the Parent with the Commission or delivered to the stockholders of Parent.
(d) The shares of Parent Common Stock are quoted on the Over-the-Counter (OTC) Bulletin Board under the symbol “AAFS.OB,” and Parent is in compliance in all material respects with all rules and regulations of the OTC Bulletin Board applicable to it and the Parent Stock.
(e) Between the date hereof and the Closing Date, Parent shall continue to satisfy the filing requirements of the Exchange Act and all other requirements of applicable securities laws and the OTC Bulletin Board.
SEC Reporting and Compliance. (a) SHS is not currently subject to SEC reporting requirements.
(b) To the best knowledge of SHS, SHS has otherwise complied with the Securities Act, Exchange Act and all other applicable federal and state securities laws.
SEC Reporting and Compliance. To the best of its knowledge, CMT has filed with the Securities and Exchange Commission all registration statements, proxy statements, information statements and periodic reports required to be filed pursuant to the Securities Exchange Act of 1934 (collectively, the "SEC documents") since August 25, 2004. The Parties acknowledge that CMT has a pending registration statement on Form SB-2 and all Parties have had the opportunity to review all comments, amendments and other documentation relating thereto.
SEC Reporting and Compliance. (a) All required SEC Reports have been filed with, or otherwise transmitted to the SEC and such SEC Reports are available on the SEC’s website through EXXXX. Except to the extent amended or superseded by a subsequent filing with the SEC, as of their respective dates (and if so amended or superseded, then on the date of such subsequent filing), none of the SEC Reports contained any untrue statement of a material fact 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 the light of the circumstances under which they were made, not misleading. There are no outstanding or unresolved comments in any comment letters of the staff of the SEC received by Liberated relating to the SEC Reports. None of the SEC Reports is, to the Knowledge of Liberated, the subject of ongoing SEC review.
(b) The financial statements (including in all cases the notes thereto, if any) of Liberated included in the SEC Reports (i) in all material respects, were prepared consistent with the books and records of Liberated, (ii) in all material respects, present fairly the financial position of Liberated as of the respective dates thereof and the results of operations and cash flows of Liberated for the periods thereof, (iii) have been prepared in accordance with GAAP; provided that any unaudited, interim period financial statements need not include footnote disclosures and other presentation items or year-end adjustments that are required by GAAP to be included in year-end financial statements, and (iv) comply in all material respects with the applicable accounting requirements of the SEC, the Securities Act and the Exchange Act, and the rules and regulations promulgated thereunder.
(c) Liberated is not an investment company within the meaning of Section 3 of the Investment Company Act of 1940, as amended.
(d) The shares of Liberated Common Stock are quoted on the OTCPINK level of the OTC Markets under the symbol “LIBE.OB” and Liberated is, and has no reason to believe that it will not in the foreseeable future continue to be, in compliance in all material respects with all rules and regulations of the OTC Markets applicable to it and Liberated Common Stock. The issuance of Exchange Shares under this Agreement will not contravene the rules and regulations of the trading market on which Liberated Common Stock is listed or quoted, as of the Closing, and no approval of the stockholders of Libera...
SEC Reporting and Compliance. (a) Parent filed a registration statement on Form 10-SB under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), on May 9, 2007 and became a reporting company on July 9, 2007 in accordance with Section 12(g) of the Exchange Act and the rule promulgated thereunder. Since that date, Parent has filed with the Commission all reports required to be filed by companies registered pursuant to Section 12(g) of the Exchange Act.
(b) Parent has filed all forms, reports and documents required to be filed by Parent with the SEC since May 9, 2007 and provided to the Company (on xxx.xxx) true and complete copies of all such forms, reports and documents (collectively, the “Parent SEC Documents”) filed by the Parent with the Commission. None of the Parent SEC Documents, as of their respective dates, contained any untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements contained therein not misleading.
(c) Parent has not filed, and nothing has occurred with respect to which Parent would be required to file, any report on Form 8-K since December 31, 2014, except for the transaction underling this Agreement.
(d) Parent is not an investment company within the meaning of Section 3 of the Investment Company Act.
(e) Between the date hereof and the Closing Date, Parent shall continue to satisfy the filing requirements of the Exchange Act and all other requirements of applicable securities laws.
(f) To the best knowledge of Parent, Parent has otherwise complied with the Securities Act of 1933, as amended (the “Securities Act”), Exchange Act and all other applicable federal and state securities laws.
SEC Reporting and Compliance. (a) The Company filed a registration statement on Form SB-2 under the Securities Act, which became effective on or about June 29, 2006. Except as disclosed on Schedule 3.6, the Company has timely filed with the U.S. Securities and Exchange Commission (the “Commission”) all registration statements, proxy statements, information statements and reports required to be filed pursuant to the Securities Exchange Act of1934, as amended (the “Exchange Act”). The Company has not filed with the Commission a certificate on Form 15 pursuant to Rule 12h-3 of the Exchange Act. The Company has informed NDR that true and complete copies of the registration statements, information statements and other reports (collectively, the “Company SEC Documents”) filed by the Company with the Commission are available to them, and they are therefore advised to referred to the latest reports filed with the “Commission. None of the Company SEC Documents, as of their respective dates, contained any untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements contained therein not misleading. The Company is not an investment company within the meaning of Section 3 of the Investment Company Act of 1940, as amended. The shares of Company Common Stock are quoted on the Over-the-Counter (OTC) Pink Sheets under the symbol “UBXX.XX”. Between the date hereof and the Closing Date, the Company shall continue to bring up to date and satisfy the filing requirements of the Exchange Act and all other requirements of applicable securities laws. The Company SEC Documents include all certifications and statements required of it, if any, by (i) Rule 13a-14 or 15d-14 under the Exchange Act, and (ii) 18 U.S.C. Section 1350 (Section 906 of the Saxxxxxx-Xxxxx Xct of 2002), and each of such certifications and statements contain no qualifications or exceptions to the matters certified therein other than a knowledge qualification, permitted under such provision, and have not been modified or withdrawn and neither the Company nor any of its officers has received any notice from the Commission questioning or challenging the accuracy, completeness, form or manner of filing or submission of such certifications or statements. The Company has otherwise complied with the Securities Act, Exchange Act and all other applicable federal and state securities laws.
