Common use of Business Financial Statements Clause in Contracts

Business Financial Statements. The parties acknowledge that Purchaser is an indirect wholly-owned subsidiary of NPC Restaurant Holdings, LLC ("Parent"), which files reports with the Securities and Exchange Commission ("SEC") in order to comply with its obligations under an indenture relating to outstanding debt securities, and that Parent may be required to file with the SEC financial statements and pro forma financial information relating to the operation of the Business prior to the Effective Time. In the event that Parent is required to file such financial statements and pro forma financial information with the SEC, (a) Seller shall reasonably cooperate with Parent, at Parent's cost, in connection with Parent's preparation and filing of such financial statements and pro forma financial information in a timely manner and (b) Seller shall afford Parent and its employees and advisors, including Parent's accountants, with access upon reasonable notice and during normal business hours to the applicable employees and advisors of the Seller and to the applicable books, papers, records and other documents of Seller relating to the Business that are reasonably necessary for the preparation of the required financial statements and financial information.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Wendy's Co), Asset Purchase Agreement (NPC Restaurant Holdings, LLC), Asset Purchase Agreement (NPC Restaurant Holdings, LLC)

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Business Financial Statements. The parties acknowledge that Purchaser is an indirect wholly-owned subsidiary of NPC Restaurant Holdings, LLC ("Parent"), which files reports with the Securities and Exchange Commission ("SEC") in order to comply with its obligations under an indenture relating to outstanding debt securities, and that Parent may be required to file with the SEC financial statements and pro forma financial information relating to the operation of the Business prior to the Effective Time. In the event that Parent is required to file such financial statements and pro forma financial information with the SEC, (a) Seller shall reasonably cooperate with Parent, at Parent's ’s cost, in connection with Parent's ’s preparation and filing of such financial statements and pro forma financial information in a timely manner and (b) Seller shall afford Parent and its employees and advisors, including Parent's ’s accountants, with access upon reasonable notice and during normal business hours to the applicable employees and advisors of the Seller and to the applicable books, papers, records and other documents of Seller relating to the Business that are reasonably necessary for the preparation of the required financial statements and financial information.

Appears in 1 contract

Samples: Asset Purchase Agreement (Wendy's Co)

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