Common use of SEC Reporting and Compliance Clause in Contracts

SEC Reporting and Compliance. (a) Parent filed a registration statement on Form S-1 under the Exchange Act which became effective on April 18, 2008. 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 April 30,2009. 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 April 30, 2009 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 “LGHG.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.

Appears in 1 contract

Sources: Merger Agreement (LG Holding Corp)

SEC Reporting and Compliance. (a) Parent filed a registration statement on Form S-1 SB-2 under the Exchange Act which became effective on April 18March 19, 2008. 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 April 30,2009November 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 April 30November 7, 2009 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 “LGHG.OBAAFS.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.

Appears in 1 contract

Sources: Merger Agreement (Across America Financial Services, Inc.)

SEC Reporting and Compliance. (a) The Parent filed a registration statement on Form S-1 10-SB under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), on December 14, 2002, which became effective January 10, 2004 in accordance with Section 12(g) of the Exchange Act which became effective on April 18and the rule promulgated thereunder. Since that date, 2008. the 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) The Parent has delivered made available to the Company by means of its electronic filings with the Commission, 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”) 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) The Parent has not filed, and nothing has occurred with respect to which the Parent would be required to file, any report on Form 8-K since April 30,2009. Prior to and until the ClosingFebruary 20, Parent will provide to the Company copies of any and all amendments or supplements to the Parent SEC Documents filed with the Commission since April 30, 2009 and any and all subsequent statements, reports and filings filed by the Parent with the Commission or delivered to the stockholders of Parent2007. (d) The shares Parent is not an investment company within the meaning of Parent Common Stock are quoted Section 3 of the Investment Company Act. (e) The Parent’s stock trades on the Over-the-Counter (OTC) Bulletin Board under the symbol “LGHG.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 StockMAGN.OB. (ef) Between the date hereof and the Closing Date, the 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. (g) To the best knowledge of the Parent, the Parent has otherwise complied with the Securities Act, Exchange Act and all other applicable federal and state securities laws.

Appears in 1 contract

Sources: Merger Agreement (Magic Communications Inc)