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.
Appears in 2 contracts
Sources: Purchase Agreement (Tesoro Petroleum Corp /New/), Purchase Agreement (Eex Corp)
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 Southeast 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 Southeast as of June 30, 1999. The books and records of Reserves LLC Southeast 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 Southeast and the Partnership have no Liabilities, except for Liabilities (1) reflected in the Balance Sheets, (2) incurred by Reserves LLC Southeast 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.
Appears in 2 contracts
Sources: Purchase Agreement (Tesoro Petroleum Corp /New/), Purchase Agreement (Eex Corp)