SEC Filings; Capitalization. The Parent has filed and made --------------------------- available to the Company and the Shareholders all forms, reports and documents required to be filed by the Parent with the SEC under the Securities Exchange Act of 1934, as amended and the rules and regulations promulgated thereunder, (the "Exchange Act") and the Securities Act during the one year period ending on ------------ the date hereof (collectively the "Parent SEC Reports") the Parent SEC Reports ------------------ did not at the time they were filed (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing) contain any untrue statement of a material fact or omit to state a material fact required to be stated in such Parent SEC Reports or necessary in order to make the statements in such Parent SEC Reports, in the light of the circumstances under which they were made, not misleading. As of their respective dates, the financial statements of the Parent included in the Parent SEC Reports (the "Parent Financial Statements") have been prepared in accordance with GAAP --------------------------- applied on a consistent basis and as of its respective date and for the period then ended, are complete and accurate in all material respects and fairly present the consolidated financial position and results of operations of the Parent and its consolidated subsidiaries (except, with respect to interim statements, for the omission of notes and for normal year end adjustments). As of the date of this Agreement, the authorized capital stock of the Parent has not changed since the Registration Statement reflecting capitalization. The Parent is not aware of any event which has occurred since July 10, 2000 which should have been or currently should be properly reported on Form 8K.
Appears in 1 contract
SEC Filings; Capitalization. The Parent has filed and made --------------------------- available to the Company and the Shareholders all forms, reports and documents required to be filed by the Parent with the SEC under the Securities Exchange Act of 1934, as amended and the rules and regulations promulgated thereunder, (the "Exchange Act") and the Securities Act during the one year period ending on ------------ the date hereof (collectively the "Parent SEC Reports") the Parent SEC Reports ------------------ did not at the time they were filed (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing) contain any untrue statement of a material fact or omit to state a material fact required to be stated in such Parent SEC Reports or necessary in order to make the statements in such Parent SEC Reports, in the light of the circumstances under which they were made, not misleading. As of their respective dates, the financial statements of the Parent included in the Parent SEC Reports (the "Parent Financial Statements") have been prepared in accordance with GAAP --------------------------- applied on a consistent basis and as of its respective date and for the period then ended, are complete and accurate in all material respects and fairly present the consolidated financial position and results of operations of the Parent and its consolidated subsidiaries (except, with respect to interim statements, for the omission of notes and for normal year end adjustments). As of the date of this Agreement, the authorized capital stock of the Parent has not changed since the Registration Statement reflecting capitalization. The Parent is not aware of any event which has occurred since July 10, 2000 which should have been or currently should be properly reported on Form 8K.8-K.
Appears in 1 contract
Sources: Merger Agreement (Interliant Inc)