Balance Sheets Clause Samples

Balance Sheets. Buyer has previously delivered to Seller an audited balance sheet as of December 31, 1999, and an unaudited balance sheet as of September 30, 2000, for Buyer, each prepared in accordance with GAAP except as stated therein, and such balance sheets present fairly in all material respects the financial position of such entity on the date thereof.

Balance Sheets. Attached as SCHEDULE 5.4 are true, correct, and complete copies of the Latest Balance Sheet with supporting schedules and backup for the period then ended, and the balance sheet of the Seller as of the end of December of 1996, together with any monthly balance sheets prepared since the December balance sheet prior to the date hereof (collectively, the "Balance Sheets"). The Balance Sheets have been prepared from the books and records of Seller. The Latest Balance Sheet presents fairly in accordance with GAAP the financial position of the Seller at the date indicated. The monthly Balance Sheets of the Seller have been prepared in accordance with Seller's historic practice, consistently applied throughout the periods involved. Seller has no material liabilities or obligations (secured or unsecured, whether accrued, absolute, direct, indirect, contingent or otherwise, and whether due or to become due) which are not fully accrued or reserved against in the Balance Sheets in accordance with GAAP. Seller has not received any advice or notification from its independent certified public accountants that Seller has used any improper accounting practice that would have the effect of not reflecting or incorrectly reflecting properties, assets or liabilities in the Balance Sheets. The books, records, and accounts of Seller accurately and fairly reflect, in reasonable detail, the transactions and the assets and liabilities of Seller. Seller has not engaged in any transaction, maintained any bank account, or used any of the funds of Seller except for transactions, bank accounts, and funds which have been and are reflected in the normally maintained books and records of the Seller.

Balance Sheets. Signed and stamped Audited balance sheets for the last two (2) years should be submitted and must demonstrate the soundness of the Applicant’s financial position, availability of working capital and net worth

Balance Sheets. The Company's Financial Year

Balance Sheets. (a) Attached as Schedule 5.6 of the CTF Agreement is the consolidating unaudited balance sheet of each Target and its Subsidiaries as at December 31, 2004 (the “Balance Sheet”). With respect to such Target, the Balance Sheet constitutes a compilation prepared by the CTF Selling Entities of (i) the assets and liabilities of each Hotel owned or leased by such Target excluding the CTF Level Data (the “Hotel Level Data”); and (ii) the other assets and liabilities, if any, of the Target which either (A) are unrelated to the Hotel or (B) have historically not been accounted for as Hotel Level Data and (C) adjustments made by CTF to the Hotel Level Data (the “CTF Level Data”). The Hotel Level Data is maintained by and has been extracted from the financial information supplied by Marriott under the Marriott/CTF Hotel Management Agreements. The CTF Level Data has been compiled from the books and records of each Target maintained by the CTF Selling Entities. The Balance Sheet fairly presents the financial condition of the Target (and its consolidated Subsidiaries as appropriate) as at December 31, 2004 in all material respects in accordance with GAAP, except for any deferred income tax asset or liability and any explanatory footnotes required under GAAP and except to the extent that any Hotel Level Data is not complete and accurate. (b) There are no liabilities or obligations of any nature (whether known or unknown, absolute, contingent, or otherwise) of any Target (excluding any (i) deferred tax liabilities resulting from an accounting convention to reflect timing differences between book and tax accounting, (ii) liabilities in respect of Sales, Use & Occupancy Tax Audit Liabilities, and (iii) liabilities in respect of employee claims arising out of any Employment Practices Liabilities (clauses (i)-(iii), collectively being the “Excluded Liabilities” except for liabilities or obligations reflected on or reserved against in the Balance Sheet with respect to such Target and except to the extent that the Hotel Level Data is not complete and accurate. Since the date of the Balance Sheet through the Closing Date, the CTF Selling Entities have not caused and will not permit any Target to suffer or incur any liability except for liabilities (A) pursuant to Contracts which are not Material Contracts; (B) pursuant to executory Material Contracts disclosed on Schedule 5.10 of the CTF Agreement; (C) for capital expenditures provided under Section 2.6 of the CTF Agreement; (D)...

Balance Sheets. Seller has previously delivered to Purchaser true, correct and complete copies of the unaudited balance sheets (the “Balance Sheets”) of the Acquired Companies, on a stand-alone basis, for the quarter ended September 30, 2022 (the “Balance Sheets Date”). The Balance Sheets: (i) fairly present, in all material respects, the consolidated or stand-alone financial position and results, as applicable, of operations of the Acquired Companies covered thereby, as of the Balance Sheets Date; (ii) have been prepared in accordance with GAAP consistently applied during the period(s) involved except as otherwise noted therein, subject to normal and recurring year-end adjustments that have not been and are not expected to be material in amount; and (iii) have been prepared from the books and records of the Acquired Companies covered thereby.

Balance Sheets. (i) The Balance Sheets have been prepared in accordance with GAAP applied on a basis consistent with prior periods, except as described in the notes thereto, which will qualify that the Partnership and the Subsidiaries have been accounted for as part of a consolidated financial group with their affiliates and not as completely separate stand-alone entities. (ii) The Balance Sheets present fairly, in all material respects, the financial condition of the combined Partnership and the Subsidiaries as of June 30, 1999. The books and records of the Subsidiaries and the Partnership from which the Balance Sheets were prepared were complete and accurate in all material respects at the time of such preparation. (iii) Each Subsidiary and Partnership has no Liabilities, except for Liabilities (1) reflected in the Balance Sheets, (2) incurred by the Subsidiaries or the Partnership in the ordinary course of business and consistent with past practices since the date of the Balance Sheets, or (3) which are Permitted Encumbrances, (4) for which the Buyer is being indemnified hereunder, or (5) which individually amount to a loss or liability of greater than $100,000 or in the aggregate amount to a loss or liability of greater than $250,000. As used in this subparagraph, the term "Liabilities" excludes any Liabilities not required to be reflected in the Balance Sheets under GAAP.

Balance Sheets. (i) The Balance Sheets have been prepared in accordance with GAAP applied on a basis consistent with prior periods, except as described in the notes thereto, which will qualify that the Partnership and Reserves LLC have been accounted for as part of a consolidated financial group with their affiliates and not as completely separate stand-alone entities. (ii) The Balance Sheets present fairly, in all material respects, the financial condition of the combined Partnership and Reserves LLC as of June 30, 1999. The books and records of Reserves LLC and the Partnership from which the Balance Sheets were prepared were complete and accurate in all material respects at the time of such preparation. (iii) Reserves LLC and the Partnership have no Liabilities, except for Liabilities (1) reflected in the Balance Sheets, (2) incurred by Reserves LLC or the Partnership in the ordinary course of business and consistent with past practices since the date of the Balance Sheets, or (3) which are Permitted Encumbrances, or (4) for which the Buyer is being indemnified hereunder. As used in this subparagraph, the term "Liabilities" excludes any Liabilities not required to be reflected in the Balance Sheets under GAAP.

Balance Sheets. 14 beneficial ownership ........................................................................... 58 beneficially owns .............................................................................. 31