Common use of Accounting System Clause in Contracts

Accounting System. The Company and each of the Subsidiaries make and keep accurate books and records and maintain a system of internal accounting controls and procedures sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorization, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP, and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any material differences. The interactive data in XBRL incorporated by reference in the Time of Sale Prospectus and the Prospectus fairly present the information called for in all material respects and are prepared in accordance with the SEC’s rules and guidelines applicable thereto. The Company has no “material weaknesses” or “significant deficiencies” (each, as defined in Rule 12b-2 of the Exchange Act), and is not aware of any fraud, whether or not material, that involves management or other employees who have a role in the internal controls of the Company (whether or not remediated) except as disclosed in the Registration Statement, the Time of Sale Prospectus and the Prospectus in all material respects. Since the date of the most recent evaluation of such disclosure controls and procedures and internal controls, there have been no material changes in internal controls or in other factors that could significantly affect internal controls, including any corrective actions with regard to significant deficiencies and material weaknesses.

Appears in 5 contracts

Samples: Underwriting Agreement (Acadia Healthcare Company, Inc.), Underwriting Agreement (Acadia Healthcare Company, Inc.), Underwriting Agreement (Acadia Healthcare Company, Inc.)

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Accounting System. The Company Issuer makes and each of the Subsidiaries make and keep keeps accurate books and records and maintain maintains a system of internal accounting controls and procedures sufficient to provide reasonable assurance assurances that (i) transactions are executed in accordance with management’s general or specific authorization, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP, generally accepted accounting principles as applied in the United States and to maintain asset accountability, accountability for assets; (iii) access to assets is permitted only in accordance with management’s general or specific authorization authorization; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any material differencesdifferences in each case, other than as disclosed in the Public Disclosure or as would not result in a Material Adverse Effect. The interactive data in XBRL incorporated by reference in the Time Issuer’s independent auditors and Board of Sale Prospectus and the Prospectus fairly present the information called for in Directors have been advised of: (i) all material respects and are prepared in accordance with the SEC’s rules and guidelines applicable thereto. The Company has no “material weaknesses” or and “significant deficiencies” (each, as defined in Rule 12b-2 of the Exchange Act), if any, in the design or operation of internal controls which could adversely affect the Issuer’s ability to record, process, summarize and is not aware of any report financial data and (ii) all fraud, if any, whether or not material, that involves management or other employees who have a role in the Issuer’s internal controls of the Company (whether or not remediated) except as ); there are no material weaknesses or significant deficiencies that have not been disclosed in the Registration Statement, the Time of Sale Prospectus and the Prospectus Public Disclosure in all material respects. Since ; and since the date of the most recent evaluation of such disclosure controls and procedures and internal controls, there have been no material significant changes in internal controls or in other factors that could significantly and adversely affect internal controls, including any corrective actions with regard to significant deficiencies and material weaknesses.

Appears in 4 contracts

Samples: Purchase Agreement (Homefed Corp), Purchase Agreement (Homefed Corp), Purchase Agreement (Homefed Corp)

Accounting System. The Company and each of the Subsidiaries make and keep accurate books and records and maintain a system of internal accounting controls and procedures sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorization, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP, and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any material differences. The interactive data in XBRL incorporated by reference in the Time of Sale Prospectus Document and the Prospectus Final Offering Memorandum fairly present the information called for in all material respects and are prepared in accordance with the SEC’s rules and guidelines applicable thereto. The Neither the Company nor the Guarantors has no any “material weaknesses” or “significant deficiencies” (each, as defined in Rule 12b-2 of the Exchange Act), and or is not aware of any fraud, whether or not material, that involves management or other employees who have a role in the internal controls of the Company or the Guarantors (whether or not remediated) except as disclosed in the Registration Statement, the Time of Sale Prospectus Document and the Prospectus Final Offering Memorandum in all material respects. Since the date of the most recent evaluation of such disclosure controls and procedures and internal controls, there have been no material changes in internal controls or in other factors that could significantly affect internal controls, including any corrective actions with regard to significant deficiencies and material weaknesses.

Appears in 4 contracts

Samples: Purchase Agreement (Acadia Healthcare Company, Inc.), Purchase Agreement (Acadia Healthcare Company, Inc.), Purchase Agreement (Acadia Healthcare Company, Inc.)

Accounting System. The Company and each of the Subsidiaries make and keep accurate books and and, except as set forth on Schedule 2.6, records and maintain a system of internal accounting controls and procedures sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorization, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP, and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any material differences. The interactive data in XBRL incorporated by reference in the Time Company’s independent auditors and board of Sale Prospectus and the Prospectus fairly present the information called for in directors have been advised of: (i) all material respects and are prepared in accordance with the SEC’s rules and guidelines applicable thereto. The Company has no “material weaknesses” or and “significant deficiencies” (each, as defined in Rule 12b-2 of the Exchange Act), if any, in the design or operation of the Company’s internal controls which could adversely affect the Company’s ability to record, process, summarize and is not aware of any report financial data and (ii) all fraud, if any, whether or not material, that involves management or other employees who have a role in the Company’s internal controls of the Company (whether or not remediated) except as ); all such material weaknesses and significant deficiencies, if any, have been disclosed in the Registration Statement, the Time of Sale Prospectus and the Prospectus Company Disclosure Package in all material respects. Since ; and, except as set forth on Schedule 2.6, since the date of the most recent evaluation of such disclosure controls and procedures and internal controls, there have been no material significant changes in internal controls or in other factors that could significantly affect internal controls, including any corrective actions with regard to significant deficiencies and material weaknesses.

Appears in 2 contracts

Samples: Securities Purchase Agreement (BioScrip, Inc.), Securities Purchase Agreement (Coliseum Capital Management, LLC)

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Accounting System. The Company and each of the Subsidiaries make and keep accurate books and and, except as set forth on Schedule 2.6(a), records and maintain a system of internal accounting controls and procedures sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorization, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP, and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any material differences. The interactive data in XBRL incorporated by reference in the Time Company’s independent auditors and board of Sale Prospectus and the Prospectus fairly present the information called for in directors have been advised of: (i) all material respects and are prepared in accordance with the SEC’s rules and guidelines applicable thereto. The Company has no “material weaknesses” or and “significant deficiencies” (each, as defined in Rule 12b-2 of the Exchange Act), if any, in the design or operation of the Company’s internal controls which could adversely affect the Company’s ability to record, process, summarize and is not aware of any report financial data and (ii) all fraud, if any, whether or not material, that involves management or other employees who have a role in the Company’s internal controls of the Company (whether or not remediated) except as ); all such material weaknesses and significant deficiencies, if any, have been disclosed in the Registration Statement, the Time of Sale Prospectus and the Prospectus Company Disclosure Package in all material respects. Since ; and, except as set forth on Schedule 2.6(b), since the date of the most recent evaluation of such disclosure internal controls and procedures and internal controlsprocedures, there have been no material significant changes in internal controls or in other factors that could significantly affect internal controls, including any corrective actions with regard to significant deficiencies and material weaknesses.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Coliseum Capital Management, LLC), Securities Purchase Agreement (Universal Technical Institute Inc)

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