Accounting and Tax. (a) The latest available consolidated and unconsolidated audited accounts of the Borrower and the other Obligors have been prepared on a basis consistent with previous years and have been approved by its auditors as representing a true and fair view of the results of its operations for that year and accurately disclose or reserve against all the liabilities (actual or contingent) of the Borrower and the other Obligors, as relevant.
Accounting and Tax. 1. Access to 1997, 1998 and 1999 general ledger. 2. Federal tax returns of Corporation for 4 years. 3. State sales, use, income and personal property tax returns for 4 years. 4. Certified balance sheets and income statements of Prime for 4 prior years, and most recent period available, including accountant's reports. * 5. All audit reports of IRS in last 4 years. 6. All audit reports of state taxing authorities in last 4 years. 7. List setting forth status of all open tax returns, noting status of each years return, i.e., whether liability settled, not yet determined or in controversy. Status of all claims for refund. 8. List of all bank accounts in other banks with: a) copy of most recent statement and reconciliation to general ledger. b) copy of bank account resolution. c) copy of current signature cards. 9. List of all loans to Corporation officers, directors, employees, and members of their families currently outstanding or made during the past three years, including cash advances or payments or personal expenses not reimbursed within 30 days in excess of $1,000, including the following information: a) Loan date. b) Amount. c) Term. d) Interest rate. e) Highest outstanding balance. f) Current balance. g) Has the loan been in default and is it currently in default? If yes, details. * 10. Verification of current payment of all estimated tax for Prime, withholding and FICA for employees. 11. List all commissions or other payments made to obtain business. 12. List of all contingent liabilities and assets, whether recorded or unrecorded in excess of $50,000. 13. Schedule showing date and amount of each dividend paid since 1/l/96. 14. List of loan commitments greater than $50,000. 15. List of bank obligations other than deposits and deposit liabilities greater than $50,000. 16. List of transactions over past 2 years greater than $25,000 with officers, directors and employees. 17. List of bankruptcy accounts. * Not to be delivered; to be made available for examination on site.
Accounting and Tax. The Company and each of its Subsidiaries shall not make any change in their respective accounting or Tax principles, methods, records or practices or their respective depreciation or amortization policies or rates adopted theretofore, except as required by applicable Legal Requirements. The Company and each of its Subsidiaries shall maintain their respective books, records and accounts in accordance with GAAP applied on a basis consistent with that of prior periods. Neither the Company nor the Subsidiary will make any Tax election inconsistent with past practice, or will change any tax election already made, if such election or change would have the effect of increasing the Company's or the Subsidiary's liability for Taxes for any period ending after the Closing Date or decreasing any Tax attribute of the Company or its Subsidiary that would otherwise exist on the Closing Date and have a Material Adverse Effect.
Accounting and Tax. (i) Change its financial accounting policies or procedures, other than as required by GAAP, (ii) except to the extent required by applicable Laws, make or change any material Tax election , (iii) enter into any material closing, settlement, or other agreement with any Governmental Entity relating to or which could have an effect on material Taxes, (iv) agree to extend or waive any period of adjustment, assessment, or collection of material Taxes , or issue an power of attorney with respect to material Taxes, (v) apply for or request any written ruling from a Governmental Entity relating to Taxes, or (vi) file any Tax Return (including any material Tax Return) except in a manner consistent with Section 5.17;
Accounting and Tax. (i) Change its financial accounting policies or procedures, other than as required by GAAP or (ii) make, change or rescind any material Tax election or change a method of Tax accounting, in either case except as required by applicable Law or except for any such actions taken in the ordinary course of business;
Accounting and Tax. 10.1 The Publisher shall render the account of the said Work annually as at June 30th, and all monies due to the Editor shall be paid to him within three months of the said accounting date provided, however, that no account need be submitted unless specially demanded nor payment made in respect of each year in which the sum due is less than £50, in which case the amount will be carried forward to the next accounting date.
Accounting and Tax. Prior to the Closing, the Stockholders shall cause the Company not to (i) make any changes in its accounting methods, principles or practices except as required by law, rule, regulation or GAAP or (ii) make any changes in tax elections, methods or practices, except as required by law.
Accounting and Tax. (i) Change its financial accounting policies or procedures, other than as required by GAAP, (ii) make, change or rescind any material Tax election or change a method of Tax accounting, (iii) amend any material Tax Return, or settle or compromise any material Tax liability audit, claim or assessment, or enter into any material closing agreement related to Taxes, or (iv) knowingly surrender any right to claim any material Tax refund, except to the extent that any such action is required by Law or necessary to preserve the status of the Company as a REIT under the Code or any comparable provision of state or local Law;
Accounting and Tax. If, after the Closing, Seller request access to or copies of the books and records of any Company Group Entity or such other cooperation as may be necessary for the settlement of accounts, including making corrections to previously settled accounts, or for dealing with tax inspections, Purchaser shall cause the Company Group Entities to promptly provide such requested access and cooperation.
Accounting and Tax. Change its accounting policies or procedures, other than as required by GAAP, make or change any material Tax election, make any change in any Tax accounting method, change any annual accounting period for Tax purposes, file any material amended Tax Return, enter into any closing agreement, surrender any right to claim a refund for Taxes, consent to any extension or waiver of the limitation period applicable to any Tax claim or assessment or settle any claim for Taxes;
