Common use of Financial Condition; No Material Adverse Change Clause in Contracts

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31, 2016, reported on by PricewaterhouseCoopers LLP, independent public accountants, and such financial statements present fairly, in all material respects, the financial position, results of operations and cash flows of the Company and the consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Molson Coors Beverage Co), Subsidiary Guarantee Agreement (Molson Coors Brewing Co)

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Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its audited consolidated balance sheets sheet and statements of consolidated income, stockholders stockholders’ equity and comprehensive income and cash flows as of and for the fiscal year ended December 31, 20162015, reported on by PricewaterhouseCoopers LLP, the independent registered public accountants, and such accounting firm. Such consolidated financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 2 contracts

Samples: 364 Day Bridge Credit Agreement (Sherwin Williams Co), Term Loan Credit Agreement (Sherwin Williams Co)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year Fiscal Year ended December 31, 20162017, reported on by PricewaterhouseCoopers BDO USA, LLP, independent public accountants, and such accountant. Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Spartan Motors Inc), Credit Agreement (Spartan Motors Inc)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and the related statements of incomeconsolidated results of operations, stockholders shareholders’ equity and cash flows as of and for the fiscal year ended December 31July 2, 20162011, reported on by PricewaterhouseCoopers Ernst & Young LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Sysco Corp), Credit Agreement (Sysco Corp)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its a consolidated balance sheets sheet and statements of income, stockholders equity and cash flows for the Company and its Subsidiaries as of and for the fiscal year ended December 31, 20162007, reported on by PricewaterhouseCoopers KPMG LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Insight Enterprises Inc), Credit Agreement (Insight Enterprises Inc)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31, 2016, 2010 reported on by PricewaterhouseCoopers Ernst & Young LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the consolidated financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates date and for such periods in accordance with GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Belden Inc.), Credit Agreement (Belden Inc.)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its a consolidated balance sheets sheet and statements of income, stockholders equity and cash flows for the Company and its Subsidiaries as of and for the fiscal year ended December 31, 20162015, reported on by PricewaterhouseCoopers KPMG LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Insight Enterprises Inc), Intercreditor Agreement (Insight Enterprises Inc)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its audited consolidated balance sheets sheet and statements of incomeearnings, stockholders equity and cash flows (i) as of and for the fiscal year ended December 31, 20161997, reported on by PricewaterhouseCoopers Deloitte & Touche, LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries Subsidiaries, as of such dates the date thereof and for such periods fiscal year, in accordance with GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Metlife Inc), Day Credit Agreement (Metlife Inc)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year Fiscal Year ended December 31, 20162020, reported on by PricewaterhouseCoopers BDO USA, LLP, independent public accountants, and such accountant. Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Shyft Group, Inc.), Credit Agreement (Shyft Group, Inc.)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets statement of financial position and consolidated statements of incomeoperations, stockholders shareholders' equity and cash flows as of and for the fiscal year ended December 31, 20161997, reported on by PricewaterhouseCoopers Arthur Andersen LLP, independent public accountants, and such financial accountxxxx. Sxxx xxxancial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Acnielsen Corp)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows audited as of and for the fiscal year ended December 31, 20162004, reported on by PricewaterhouseCoopers KPMG LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Five Year Credit Agreement (Bowne & Co Inc)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and related statements of income, stockholders cash flows and shareholders’ equity and cash flows comprehensive income as of and for the fiscal year ended December 31, 20162014, reported on by PricewaterhouseCoopers KPMG LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Yum Brands Inc)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31, 20162002, reported on by PricewaterhouseCoopers KPMG LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the consolidated Subsidiaries as of such dates date and for such periods fiscal year in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Labone Inc/)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders shareholders equity and cash flows as of and for the fiscal year ended December 31September 30, 2016, audited and reported on by PricewaterhouseCoopers Ernst & Young LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Amdocs LTD)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31, 2016, 2017 reported on by PricewaterhouseCoopers LLP, the Company’s independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Akamai Technologies Inc)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of incomeoperations, stockholders equity and cash flows as of and for the fiscal year ended December 31January 3, 2016, 2021 reported on by PricewaterhouseCoopers Ernst & Young LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, results of operations and cash flows position of the Company and the its consolidated Subsidiaries as of the end of such dates fiscal year and their results of operations for such periods fiscal year on a consolidated basis in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Illumina, Inc.)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31, 2016, 2010 reported on by PricewaterhouseCoopers KPMG LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Pledge Agreement (Tennant Co)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December March 31, 20162018, reported on by PricewaterhouseCoopers Ernst & Young LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Haemonetics Corp)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of incomeoperations, stockholders equity and cash flows as of and for the fiscal year ended December 31January 2, 2016, 2022 reported on by PricewaterhouseCoopers Ernst & Young LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, results of operations and cash flows position of the Company and the its consolidated Subsidiaries as of the end of such dates fiscal year and their results of operations for such periods fiscal year on a consolidated basis in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Illumina, Inc.)

Financial Condition; No Material Adverse Change. (a) ------------------------------------------------ The Company has heretofore furnished to the Lenders its consolidated balance sheets and statements of income, stockholders equity and cash flows as of and for the fiscal year years ended December 31, 20161996, and December 31, 1995, reported on by PricewaterhouseCoopers Xxxxxx Xxxxxxxx LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Chicago Bridge & Iron Co N V)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31September 30, 2016, 2017 reported on by PricewaterhouseCoopers LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Hillenbrand, Inc.)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows (i) as of and for the fiscal year Fiscal Year ended December May 31, 20162014, reported on by PricewaterhouseCoopers Deloitte & Touche LLP, independent public accountants, and such financial statements present fairly, in all material respects, the financial position, results of operations and cash flows of the Company and the consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.and

Appears in 1 contract

Samples: Credit Agreement (Global Payments Inc)

Financial Condition; No Material Adverse Change. (ag) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31, 20162011, reported on by PricewaterhouseCoopers Deloitte & Touche LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods date in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (WHITEWAVE FOODS Co)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31September 29, 2016, 2007 reported on by PricewaterhouseCoopers KMPG LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (MTS Systems Corp)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31September 30, 20161996, reported on by PricewaterhouseCoopers Ernst & Young LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Unisource Worldwide Inc)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31November 1, 2016, 2009 reported on by PricewaterhouseCoopers Deloitte & Touche LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods date in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Photronics Inc)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31, 2016, 2013 reported on by PricewaterhouseCoopers Deloitte & Touche LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Brown & Brown Inc)

Financial Condition; No Material Adverse Change. (ai) The Company has heretofore furnished to the Lenders Purchasers its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows (A) as of and for the fiscal year ended December 31, 2016, 2019 reported on by PricewaterhouseCoopers LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the consolidated financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Note Purchase Agreement (Newmarket Corp)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 313, 2016, 2011 reported on by PricewaterhouseCoopers KPMG LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Fuller H B Co)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders comprehensive income, stockholders’ equity and cash flows as of and for the fiscal year ended December 31, 20162013, reported on by PricewaterhouseCoopers LLP, independent registered public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries subsidiaries (as defined under GAAP) as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Under Armour, Inc.)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31October 30, 2016, 2011 reported on by PricewaterhouseCoopers Deloitte & Touche LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods date in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Photronics Inc)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31, 20162003, reported on by PricewaterhouseCoopers KPMG LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the consolidated Subsidiaries as of such dates date and for such periods fiscal year in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Labone Inc/)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of operations, comprehensive income, stockholders stockholders’ equity and cash flows as of and for the fiscal year ended December 31, 20162014, reported on audited by PricewaterhouseCoopers and accompanied by the opinion of KPMG LLP, independent registered public accountants, and such accounting firm. Such financial statements present fairly, in all material respects, the financial position, results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Verisign Inc/Ca)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished or otherwise made available to the Lenders its consolidated balance sheets sheet and related statements of incomeincome and comprehensive income (loss), stockholders redeemable noncontrolling interest and shareholders’ equity and cash flows (i) as of and for the fiscal year ended December 31, 2016, 2022 reported on by PricewaterhouseCoopers LLPPricewaterhouse Coopers L.L.P., independent public accountants, and such financial statements present fairly, in all material respects, the financial position, results of operations and cash flows of the Company and the consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.and

Appears in 1 contract

Samples: Credit Agreement (Bruker Corp)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of incomeoperations, stockholders equity and cash flows as of and for the fiscal year ended December 31, 2016, 2014 reported on by PricewaterhouseCoopers LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Regeneron Pharmaceuticals Inc)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31June 30, 2016, 2006 reported on by PricewaterhouseCoopers LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (International Rectifier Corp /De/)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31May 3, 20162009, reported on by PricewaterhouseCoopers Ernst & Young LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Smithfield Foods Inc)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets and statements of income, stockholders equity and cash flows as of and for the fiscal year years ended December 31, 20161998, and December 31, 1997, reported on by PricewaterhouseCoopers LLPArthxx Xxxexxxx, independent xxdependent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Chicago Bridge & Iron Co N V)

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Financial Condition; No Material Adverse Change. (a) a. The Company has heretofore furnished to the Lenders its the audited consolidated balance sheets sheet of the Company and statements of income, stockholders equity and cash flows as of and its Subsidiaries for the fiscal year years ended December 31, 2015 and December 31, 2016, reported on by PricewaterhouseCoopers LLPand the related consolidated statements of income or operations, independent public accountants, and such financial statements present fairly, in all material respects, the financial position, results of operations shareholders’ equity and cash flows for each such fiscal year of the Company and its Subsidiaries, including the consolidated Subsidiaries as of such dates and for such periods notes thereto, each prepared in accordance with GAAPGAAP applied on a consistent basis.

Appears in 1 contract

Samples: Credit Agreement (Corelogic, Inc.)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its a consolidated balance sheets sheet and statements of income, stockholders equity and cash flows for the Company and its Subsidiaries as of and for the fiscal year ended December 31, 20162011, reported on by PricewaterhouseCoopers KPMG LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Insight Enterprises Inc)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31, 2016, 2011 reported on by PricewaterhouseCoopers LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the consolidated financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Newmarket Corp)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31June 30, 20161996, reported on by PricewaterhouseCoopers KPMG Peat Marwick LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Credit Facility Agreement (Readers Digest Association Inc)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its the audited consolidated balance sheets sheet of the Company and its Subsidiaries for the fiscal years ended December 31, 2013 and December 31, 2014, and the related consolidated statements of incomeincome or operations, stockholders shareholders’ equity and cash flows as of and for the each such fiscal year ended December 31, 2016, reported on by PricewaterhouseCoopers LLP, independent public accountants, and such financial statements present fairly, in all material respects, the financial position, results of operations and cash flows of the Company and its Subsidiaries, including the consolidated Subsidiaries as of such dates and for such periods notes thereto, each prepared in accordance with GAAPGAAP applied on a consistent basis.

Appears in 1 contract

Samples: Credit Agreement (Corelogic, Inc.)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December August 31, 20162010, reported on by PricewaterhouseCoopers LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Schulman a Inc)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders stockholders’ equity and cash flows as of and for the fiscal year Fiscal Year ended December 31, 20162012, reported on by PricewaterhouseCoopers LLPAccountants N.V., independent public accountants. As of December 31, and 2012, such financial statements present presented fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Bridge Credit Agreement (AerCap Holdings N.V.)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year years ended December 31, 20162022 and December 31, 2023, each reported on by PricewaterhouseCoopers Xxxxx & Young LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Hannon Armstrong Sustainable Infrastructure Capital, Inc.)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31February 29, 20162020, reported on by PricewaterhouseCoopers KPMG LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Bed Bath & Beyond Inc)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet at December 31, 2006 and the related consolidated statements of incomeoperations, stockholders shareholders’ equity and cash flows as of and for the fiscal year ended December 31, 20162006, in each case reported on by PricewaterhouseCoopers LLP, independent public accountants, and such . Such financial statements (including notes thereto) present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Dun & Bradstreet Corp/Nw)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31, 20162022, reported on by PricewaterhouseCoopers LLP, independent public accountants, and such financial statements present fairly, in all material respects, the financial position, results of operations and cash flows of the Company and the consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Molson Coors Beverage Co)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December August 31, 20162012, reported on by PricewaterhouseCoopers LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Schulman a Inc)

Financial Condition; No Material Adverse Change. (a) The a)The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and related statements of income, stockholders cash flows and shareholders’ equity and cash flows comprehensive income as of and for the fiscal year ended December 31, 20162011, reported on by PricewaterhouseCoopers KPMG LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Assignment and Assumption (Yum Brands Inc)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders shareholders equity and cash flows as of and for the fiscal year ended December 31September 30, 20162014, audited and reported on by PricewaterhouseCoopers Ernst & Young LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Amdocs LTD)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31, 20162015, reported on by PricewaterhouseCoopers Ernst and Young LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Morgan     Credit Agreement (Acorda Therapeutics Inc)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and related consolidated statements of incomeoperations, stockholders shareholders’ equity and cash flows as of and for the fiscal year ended December 31January 28, 20162023, reported on audited by PricewaterhouseCoopers and accompanied by the opinion of Deloitte & Touche LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Revolving Credit Agreement (Marvell Technology, Inc.)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31, 2016, reported on by PricewaterhouseCoopers Ernst & Young LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to normal year-end audit adjustments and the absence of footnotes.

Appears in 1 contract

Samples: Credit Agreement (Cooper Tire & Rubber Co)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December 31, 20162001, reported on by PricewaterhouseCoopers KPMG LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the consolidated Subsidiaries as of such dates date and for such periods fiscal year in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Labone Inc/)

Financial Condition; No Material Adverse Change. (a) The a)The Company has heretofore furnished to the Lenders its the consolidated balance sheets sheet and statements of income, stockholders stockholders’ equity and cash flows of the Company and its consolidated Subsidiaries as of and for the fiscal year ended December 31, 20162006, reported on by PricewaterhouseCoopers LLP, independent registered public accountants, and such accounting firm. Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Newmont Mining Corp /De/)

Financial Condition; No Material Adverse Change. (a) . (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December March 31, 20162018, reported on by PricewaterhouseCoopers Ernst & Young LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Haemonetics Corp)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements statement of income, stockholders stockholders' equity and accumulated other comprehensive loss and cash flows as of and for the fiscal year ended December 31, 20162000, reported on by PricewaterhouseCoopers PriceWaterhouseCoopers LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Day Credit Agreement (Conoco Inc /De)

Financial Condition; No Material Adverse Change. (a) a. The Company has heretofore furnished to the Lenders its the audited consolidated balance sheets sheet of the Company and its Subsidiaries for the fiscal years ended December 31, 2013 and December 31, 2014, and the related consolidated statements of incomeincome or operations, stockholders shareholders’ equity and cash flows as of and for the each such fiscal year ended December 31, 2016, reported on by PricewaterhouseCoopers LLP, independent public accountants, and such financial statements present fairly, in all material respects, the financial position, results of operations and cash flows of the Company and its Subsidiaries, including the consolidated Subsidiaries as of such dates and for such periods notes thereto, each prepared in accordance with GAAPGAAP applied on a consistent basis.

Appears in 1 contract

Samples: Credit Agreement (Corelogic, Inc.)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended December July 31, 2016, 2015 reported on by PricewaterhouseCoopers LLP, the Company’s independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Analogic Corp)

Financial Condition; No Material Adverse Change. (a) The Company has heretofore furnished to the Lenders its consolidated balance sheets sheet and the related statements of incomeconsolidated results of operations, stockholders shareholders' equity and cash flows as of and for the fiscal year ended December 31July 2, 20162005, reported on by PricewaterhouseCoopers Ernst & Young LLP, independent public accountants, and such . Such financial statements present fairly, in all material respects, the financial position, position and results of operations and cash flows of the Company and the its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Sysco Corp)

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