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.
Appears in 2 contracts
Sources: Asset Purchase Agreement (Nord Resources Corp), Asset Purchase Agreement (Nord Resources Corp)