Financial Statement Audits Sample Clauses

Financial Statement Audits. The Operators shall use their best efforts to cause Seller's Auditors to deliver to Buyer at Buyer's expense, within sixty (60) days following the Closing Date, such audited financial statements of Seller necessary to comply with Rule 3-05 of Regulation S-X promulgated by the Securities and Exchange Commission for filing by Integrated Living Communities, Inc. with a Current Report on Form 8-K regarding the transactions contemplated herein, and to cause Seller's Auditors to cooperate with Buyer's Auditors in preparing the required pro forma financial statements for filing therewith. Notwithstanding the level of review of the Facility's financial statements by Buyer pursuant to Section 8.1 above, Seller shall cooperate with Buyer and its independent certified public accountants, if Buyer deems it necessary or desirable, to audit the balance sheets, statements of operations and statements of cash flow of Seller for up to three (3) calendar years ended prior to Closing. Without limiting the foregoing, the Operators shall make available all information requested by Buyer or its auditors, and the Operators (and their chief executive and chief financial officers) shall execute and deliver to the auditors all representation letters requested by Buyer's auditors. Such audits shall be conducted at Buyer's expense.
Sample 1Sample 2Sample 3See All (4)
AutoNDA by SimpleDocs
Financial Statement Audits. If Contractor receives $75,000 or more combined in federal, state, or City funds annually, Contractor shall have a financial statement audit. A financial statement audit is the examination of Contractor's financial statements and accompanying disclosures by an independent auditor. The result of this examination is a report by the auditor, attesting to the fairness of presentation of the financial statements and related disclosures. This financial statement audit shall be prepared in accordance with GAAP and performed by an independent Certified Public Accountant, in accordance with Generally Accepted Auditing Standards (GAAS). Contractor shall deliver a report of each such financial statement audit and accompanying financial statements to City no later than September 30 after the City’s fiscal year-end. City may extend the deadline by up thirty (30) calendar days upon Contractor’s written request. Each financial statement audit report shall include the following statements:
Sample 1Sample 2Sample 3See All (4)
Financial Statement Audits. In the event that Purchaser deems it necessary or advisable to have an independent audit performed on the financial statements of the Company, the Selling Stockholders will fully cooperate with Purchaser and the independent auditors in the performance of the audit.
Sample 1
Financial Statement Audits. If at any time SAI xxxxx xx necessary or advisable to have an independent audit performed on the financial statements of the Company or its Subsidiaries, (including, without limitation, in connection with the SAI proxy) the Selling Shareholders will fully cooperate with SAI and the independent auditors in the performance of the audit. In furtherance and not in limitation of the foregoing, the Selling Shareholders will cooperate and provide all assistance reasonably requested by SAI's independent accountants and the Company's independent accountants (including without limitation, executing any and all customary management representation letters with respect to the Company's financial statements) in connection with the preparation and delivery to SAI of audited financial statements and for the Company as of and for each of the fiscal years ended December 31, [prior and appropriate post-closing years].
Sample 1
Financial Statement Audits. Conduct annual audits of the financial statements of the following entities: • City of Portland • Prosper Portland • Fire and Police Disability and Retirement Funds • Mount Hood Cable Regulatory Commission The objective of these financial audits is to express an opinion or disclaimer of an opinion on the fairness of presentation of the basic financial statements for each fiscal year in conformity with the appropriate basis of accounting. These financial audits shall be in accordance with: • Government Auditing Standards issued by the Comptroller General of the United States, as required by City Charter Sections 2-504 and 2-505 • Minimum Standards for Audits of Oregon Municipal Corporations (“Oregon Minimum Standards”) • Generally accepted auditing standards promulgated by the American Institute of Certified Public Accountants, as required by Oregon Minimum Standards • City Code 3.05.070 which requires the audit be conducted by persons who have no financial interests in the affairs of the governmental unit or its officers
Sample 1
Financial Statement Audits. Operating Company shall timely deliver to Buyer audited consolidated financial statements of Broadcasting for the year ended December 31, 2011, and Operating Company shall reasonably cooperate with Buyer, including access to books and records of the Business prior to the LMA Commencement Date, in connection with Buyer’s preparation of required interim financial statements (reviewed) for periods subsequent to December 31, 2011 which ended on or prior to the Closing Date for inclusion or incorporation in any filings that Xxxxxxxx Broadcast Group, Inc. is required to make under the Securities Exchange Act of 1934, as amended, or the rules and regulations of the Securities and Exchange Commission, with respect to the Closing of the transactions contemplated by this Agreement and which filings are required to include or incorporate such financial statements, provided that Operating Company shall not be required to deliver the December 31, 2011 financial statements prior to March 15, 2012.
Sample 1
Financial Statement Audits. 51 8.11. Leases. . . . . . . . . . . . . . . . . . . . . . . . . . . . .52 8.12. TWI License Agreement . . . . . . . . . . . . . . . . . . . . .53 8.13. Certain Litigation. . . . . . . . . . . . . . . . . . . . . . .53 8.14.
Sample 1
AutoNDA by SimpleDocs
Financial Statement Audits. If Buyer or Parents, or any one of them, desires to have completed audited or interim financial statements for the Business for any period commencing on or after January 1, 1994, then, at Buyer's election, the Sellers shall request the Company's external auditors to complete such statements at Buyer's expense and use reasonable best efforts to cause such auditors to do so or allow Buyer's external auditors to complete such statements at Buyer's expense.
Sample 1

Related to Financial Statement Audits

  • Financial Statement If Lessor desires to finance, refinance, or sell the Premises or the Building, or any part thereof, Lessee and all Guarantors shall deliver to any potential lender or purchaser designated by Lessor such financial statements of Lessee and such Guarantors as may be reasonably required by such lender or purchaser, including but not limited to Lessee's financial statements for the past three (3) years. All such financial statements shall be received by Lessor and such lender or purchaser in confidence and shall be used only for the purposes herein set forth.

  • Financial Statements, Reports Provide Bank with the following by submitting to the Financial Statement Repository or otherwise submitting to Bank:

  • Review of Financial Statements For a period of five (5) years after the date of this Agreement, the Company, at its expense, shall cause its regularly engaged independent registered public accounting firm to review (but not audit) the Company’s financial statements for each of the three fiscal quarters immediately preceding the announcement of any quarterly financial information.

  • Annual Audited Financial Statements As soon as available, but no later than one hundred eighty (180) days after the last day of Borrower’s fiscal year, audited consolidated financial statements prepared under GAAP, consistently applied, together with an unqualified opinion on the financial statements from an independent certified public accounting firm reasonably acceptable to Bank;

  • Audited Financial Statements The Audited Financial Statements (i) were prepared in accordance with GAAP consistently applied throughout the period covered thereby, except as otherwise expressly noted therein; (ii) fairly present the financial condition of the Borrower and its Subsidiaries as of the date thereof and their results of operations, cash flows and changes in shareholder’s equity for the period covered thereby in accordance with GAAP consistently applied throughout the period covered thereby, except as otherwise expressly noted therein; and (iii) show all material indebtedness and other liabilities, direct or contingent, of the Borrower and its Subsidiaries as of the date thereof, including liabilities for taxes, material commitments and Indebtedness.

  • Financial Statements, etc The financial statements, including the notes thereto and supporting schedules included in the Registration Statement, the Pricing Disclosure Package and the Prospectus, fairly present the financial position and the results of operations of the Company at the dates and for the periods to which they apply; and such financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”), consistently applied throughout the periods involved (provided that unaudited interim financial statements are subject to year-end audit adjustments that are not expected to be material in the aggregate and do not contain all footnotes required by GAAP); and the supporting schedules included in the Registration Statement present fairly the information required to be stated therein. Except as included therein, no historical or pro forma financial statements are required to be included in the Registration Statement, the Pricing Disclosure Package or the Prospectus under the Securities Act or the Securities Act Regulations. The pro forma and pro forma as adjusted financial information and the related notes, if any, included in the Registration Statement, the Pricing Disclosure Package and the Prospectus have been properly compiled and prepared in accordance with the applicable requirements of the Securities Act and the Securities Act Regulations and present fairly the information shown therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. All disclosures contained in the Registration Statement, the Pricing Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission), if any, comply with Regulation G of the Exchange Act and Item 10 of Regulation S-K of the Securities Act, to the extent applicable. Each of the Registration Statement, the Pricing Disclosure Package and the Prospectus discloses all material off-balance sheet transactions, arrangements, obligations (including contingent obligations), and other relationships of the Company with unconsolidated entities or other persons that may have a material current or future effect on the Company’s financial condition, changes in financial condition, results of operations, liquidity, capital expenditures, capital resources, or significant components of revenues or expenses. Except as disclosed in the Registration Statement, the Pricing Disclosure Package and the Prospectus, (a) neither the Company nor any of its direct and indirect subsidiaries, including each entity disclosed or described in the Registration Statement, the Pricing Disclosure Package and the Prospectus as being a subsidiary of the Company (each, a “Subsidiary” and, collectively, the “Subsidiaries”), has incurred any material liabilities or obligations, direct or contingent, or entered into any material transactions other than in the ordinary course of business, (b) the Company has not declared or paid any dividends or made any distribution of any kind with respect to its capital stock, (c) there has not been any change in the capital stock of the Company or any of its Subsidiaries, or, other than in the course of business, any grants under any stock compensation plan, and (d) there has not been any material adverse change in the Company’s long-term or short-term debt.

  • Financial Statements, Reports, etc Furnish to the Administrative Agent (which will promptly furnish such information to the Lenders):

  • Year-End Financial Statements As soon as available but no later than ninety (90) days after and as of the end of each financial reporting year, a complete copy of Borrower's audit report, which shall include balance sheet, income statement, statement of changes in equity and statement of cash flows for such year, prepared and certified by an independent certified public accountant selected by Borrower and reasonably satisfactory to Lender (the "Accountant"). The Accountant's certification shall not be qualified or limited due to a restricted or limited examination by the Accountant of any material portion of Borrower's records or otherwise.

  • Financial Statements Deliver to the Administrative Agent and each Lender, in form and detail satisfactory to the Administrative Agent and the Required Lenders:

  • GAAP Financial Statements The Borrower will deliver to each Lender:

Time is Money Join Law Insider Premium to draft better contracts faster.