Financial Statements and Information Sample Clauses
The "Financial Statements and Information" clause requires one party, typically a borrower or business partner, to provide the other party with access to its financial records and related information. This often includes delivering periodic financial statements, such as balance sheets, income statements, or audit reports, within specified timeframes or upon request. By mandating the sharing of up-to-date financial data, the clause enables the receiving party to monitor financial health, assess risk, and ensure ongoing compliance with contractual obligations.
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Financial Statements and Information. (a) Borrower shall furnish to the Lender, on or before the forty-fifth day after the close of each quarter of each fiscal year, the unaudited consolidated balance sheet of Borrower as at the close of such quarter and unaudited consolidated statement of operations and comprehensive loss and cash flows of Borrower for such quarter, duly certified by the chief financial officer of Borrower as having been prepared in accordance with GAAP and fairly presenting the consolidated financial condition and results of operations of Borrower Parties and Subsidiaries. Concurrently with the delivery or filing of the documents described in the preceding sentence, Borrower shall furnish to the Lender a certificate of the chief financial officer, chief accounting officer or treasurer of Borrower, which certificate shall include a statement that such officer has no knowledge, except as specifically stated, of any condition, event or act which constitutes a Default or Event of Default.
(b) On or before the two hundred tenth day after the close of each fiscal year, Borrower’s audited financial statements as at the close of such fiscal year, including the consolidated balance sheet as at the end of such fiscal year and consolidated statement of operations and cash flows of Borrower for such fiscal year, in each case accompanied by the report thereon of independent registered public accountant of nationally recognized standing reasonably satisfactory to the Lender. Concurrently with the delivery or filing of the documents described in the preceding sentence, Borrower shall furnish to the Lender a certificate of the chief financial officer, chief accounting officer or treasurer of Borrower, which certificate shall include a statement that such officer has no knowledge, except as specifically stated, of any condition, event or act which constitutes a Default or Event of Default.
(c) Borrower shall furnish or cause to be furnished to the Lender from time to time such other information regarding the financial position, assets or prospects of Borrower or any other Subsidiary or its compliance with any Loan Document to which it is a party or the business of Borrower and its Subsidiaries as presently conducted as the Lender may from time to time reasonably request.
(d) The Lender and its Representatives shall have the right, from time to time but, except during the continuance of a Default or Event of Default, no more than once per six months, during normal business hours and upon at l...
Financial Statements and Information. Furnish to the Agent each of the following:
(a) as soon as available and in any event within ninety (90) days after the end of each fiscal year of the Credit Parties, Annual Audited Financial Statements of the Credit Parties and their Subsidiaries;
(b) as soon as available and in any event within thirty (30) days after the end of each calendar month, Monthly Unaudited Financial Statements of the Credit Parties and their Subsidiaries;
(c) concurrently with the financial statements provided for in Subsections 6.3(a) and 6.3(b) hereof, (1) an Officer’s Certificate, signed by a Responsible Officer of applicable Credit Party, and (2) if applicable, a written certificate in Proper Form, identifying each Subsidiary which is otherwise required by the provisions of Section 6.10 hereof to become a Guarantor at the request of the Agent, but which has not yet done so as of the date of such certificate, and providing an explanation of the reasons why each such Subsidiary is not a Guarantor, signed by a Responsible Officer of the applicable Credit Party;
(d) as soon as available and in any event within five (5) Business Days after the date of issuance thereof (if any such audit report or management letter is ever issued), any (1) interim or special audit report made by independent accountants of the books of the Credit Parties or any of their Subsidiaries or (2) management letter prepared by the independent public accountants who reported on the financial statements provided for in Subsection 6.3(a) above, with respect to the internal audit and financial controls of the Credit Parties and their Subsidiaries;
(e) as soon as available and in any event within thirty (30) days prior to the commencement of each fiscal year of the Credit Parties, management-prepared Consolidated financial projections of the Credit Parties and their Subsidiaries for the immediately following three (3) fiscal years (setting forth such projections on both an annual basis and on a monthly basis for the upcoming fiscal year and on an annual basis only for the two (2) fiscal years thereafter), such projections to be prepared and submitted in such format and detail as reasonably requested by the Agent; and
(f) such other information relating to the financial condition, operations and business affairs of any Credit Party or any of its Subsidiaries as from time to time may be reasonably requested by the Agent.
Financial Statements and Information. Furnish to Agent and each Lender each of the following: (a) as soon as available and in any event within 120 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 1997, Annual Financial Statements of Borrower; (b) as soon as available and in any event within 45 days after the end of each fiscal month (other than the March, June, September and December fiscal months), and as soon as available and in any event within 60 days after the end of each March, June, September and December fiscal month, Monthly Financial Statements of Borrower; (c) concurrently with the financial statements provided for in SUBSECTIONS 7.2(A) and (B) hereof, such schedules, computations and other information, in reasonable detail, as may be required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in SUBSECTION 7.2(A) hereof and concurrently with the financial statements provided for in SUBSECTIONS 7.2(B) prepared as of each March 31, June 30, September 30 and December 31 commencing with the Monthly Financial Statement prepared as of December 31, 1997, a compliance certificate ("COMPLIANCE CERTIFICATE") in the form of EXHIBIT E hereto, duly executed by such authorized officer; (d) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by any Obligor to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by any Obligor with any securities exchange or the Securities and Exchange Commission or any successor agency, and (e) such other financial projections and other information relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent. Each delivery of a financial statement pursuant to this SECTION 7.2 shall constitute a restatement of the representations contained in the last two sentences of SECTION 6.2 with respect to the period of time from the date of such most recently delivered financial statements.
Financial Statements and Information. 34 4.1. Reports and Notices............................................................................ 34 4.2. Communication with Accountants................................................................. 34
Financial Statements and Information. (a) Borrower shall furnish to Lender, on or before the [***] day after the close of each fiscal quarter of each fiscal year:
(i) the consolidated balance sheet and related statements of income, stockholders’ equity and cash flows showing the financial condition of Borrower and its Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year; and CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.
(ii) comparative figures for the same periods in the immediately preceding fiscal year; in each case certified by the Principal Financial Officer of Borrower as fairly presenting in all material respects the financial condition and results of operations of Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP consistently applied as of the date thereof, subject to year-end audit adjustments and the absence of footnotes.
(b) Borrower shall furnish to Lender, for the fiscal year ending September 30, 2013, on or before the [***] day after the close of such fiscal year, for the fiscal year ending September 30, 2014, on or before the [***] day after the close of such fiscal year, and for each fiscal year thereafter, on or before the [***] day after the close of each such fiscal year:
(i) the consolidated balance sheet and related statements of income, stockholders’ equity and cash flows showing the financial condition of Borrower and its Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries during such year; and
(ii) comparative figures for the immediately preceding fiscal year; in each case audited by Auditor and accompanied by an opinion of Auditor (which opinion shall be without a “going concern” or other qualification or exception and without any qualification or exception as to the scope of such audit, other than a qualification based solely on the occurrence of a Maturity Date within one (1) year after the date on which such opinion is delivered) to the effect that such consolidated financial statements fairly present in all material res...
Financial Statements and Information. The Company will furnish to ------------------------------------ each Bank:
(a) as soon as available and in any event within 60 days after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, copies of a consolidated balance sheet of the Company and its Consolidated Subsidiaries as of the end of such accounting period and of the related consolidated income and retained earnings statements of the Company and its Consolidated Subsidiaries for the elapsed portion of the fiscal year ended with the last day of such accounting period, all in reasonable detail and stating in comparative form the amounts for the corresponding date and period in the previous fiscal year, and all prepared in accordance with GAAP, subject to year end audit adjustments and certified by an authorized financial officer of the Company;
(b) as soon as available and in any event within 120 days after the end of each fiscal year of the Company, copies of consolidated balance sheets of the Company and its Consolidated Subsidiaries as of the end of such fiscal year and consolidated statements of income and retained earnings of the Company and its Consolidated Subsidiaries for such fiscal year, in reasonable detail and stating in comparative form the figures as of the end of and for the previous fiscal year prepared in accordance with GAAP and certified by independent public accountants of recognized standing as may be selected by the Company and reasonably satisfactory to the Agent;
(c) concurrently with each of the financial statements furnished pursuant to the foregoing subsections (a) and (b), a certificate of the Chairman of the Board, President, a Vice President (whose duties are in the finance area) or Financial Officer, stating that in the opinion of the signer, based upon a review made under their supervision, no Event of Default or event which, with the giving of notice or lapse of time, or both, would constitute an Event of Default, has occurred is continuing, and the Company has performed and observed all of, and the Company is not in default in the performance or observance of any of, the terms and covenants hereof or, if the Company shall be in default, specifying all such defaults, and the nature thereof, of which the signer of such certificate may have knowledge;
(d) concurrently with their being filed, mailed or delivered, as applicable, copies of all proxy statements, financial statements and reports which the Company shall s...
Financial Statements and Information. Maintain, and cause each of its Subsidiaries to maintain, a standard system of accounting in accordance with GAAP, and furnish or cause to be furnished to the Administrative Agent and each Lender:
(a) As soon as available, but in any event within 90 days after the end of each fiscal year, a copy of its Consolidated Balance Sheet as at the end of such fiscal year, together with the related Consolidated Statements of Income and Cash Flows as of and through the end of such fiscal year, setting forth in each case in comparative form the figures for the preceding fiscal year. The Consolidated Balance Sheets and Consolidated Statements of Income and Cash Flows shall be audited and certified without qualification by the Accountants, which certification shall (i) state that the examination by such Accountants in connection with such Consolidated financial statements has been made in accordance with generally accepted auditing standards and, accordingly, included such tests of the accounting records and such other auditing procedures as were considered necessary in the circumstances, and (ii) include the opinion of such Accountants that such Consolidated financial statements have been prepared in accordance with GAAP consistently applied.
(b) As soon as available, but in any event within 45 days after the end of each of the first three fiscal quarters of each fiscal year, a copy of the Consolidated Balance Sheet of the Borrower as at the end of each such quarterly period, together with the related Consolidated Statements of Income and Cash Flows for such period and for the elapsed portion of the fiscal year through such date, setting forth in each case in comparative form the figures for the corresponding periods of the preceding fiscal year, certified by a Financial Officer of the Borrower, as presenting fairly in all material respects the Consolidated financial condition and the Consolidated results of operations of the Borrower and its Subsidiaries. Credit Agreement ----------------
(c) Within 45 days after the end of each of the first three fiscal quarters (90 days after the end of the last fiscal quarter) of each fiscal year, a Compliance Certificate, certified by a Financial Officer of the Borrower.
(d) Such other information as the Administrative Agent or any Lender may reasonably request from time to time.
Financial Statements and Information. The Borrower shall furnish or cause to be furnished to the Administrative Agent and each Lender:
(A) within 90 days after the end of each fiscal year:
(I) a copy of its audited consolidated balance sheet and related statements of operations, stockholders' equity and cash flows as of the end of and for such year, setting forth in each case in comparative form the figures for the previous fiscal year, all reported on by the Accountants (without (x) a "going concern" or like qualification or exception, (y) any qualification or exception as to the scope of such audit or (z) any exception or qualification which relates to the treatment or classification of any item and which, as a condition to the removal of such qualification, would require an adjustment to such item, the effect of which would be to cause the Borrower to be in default of any of its obligations under Section 8.16 (each, an "IMPERMISSIBLE QUALIFICATION")) to the effect that such consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP consistently applied; and
(II) a copy of the balance sheet and related statements of operations, stockholders' equity and cash flows for the Borrower and its Restricted Subsidiaries, taken as a whole, as of the end of and for such year, setting forth in each case in comparative form the figures for the previous fiscal year to the extent available, certified by a Financial Officer to the effect that such financial statements present fairly in all material respects the financial condition and results of operations of the Borrower and the Restricted Subsidiaries, taken as a whole, in accordance with GAAP consistently applied (except with respect to principles of consolidation as they relate solely to Unrestricted Subsidiaries);
(B) within 45 days after the end of after the end of each of the first three fiscal quarters of each fiscal year:
(I) a copy of its (1) consolidated balance sheet and the related consolidated statements of operations and cash flows as of the end of and for such fiscal quarter and the then elapsed portion of the fiscal year, setting forth in each case in comparative form the figures for the corresponding period or periods of (or, in the case of the balance sheet, as of the end of) the previous fiscal year, and (2) unaudited financial information for each of the Borrower's business li...
Financial Statements and Information. The consolidated historical financial statements of the Company, together with the related schedules and notes, included in the 1934 Act Reports present fairly, in all material respects, the respective consolidated financial positions of the Company and its consolidated subsidiaries at the respective dates indicated, and the consolidated statements of income, changes in stockholders' equity and cash flows of the Company and its consolidated subsidiaries for the respective periods specified; said financial statements have been prepared in conformity with generally accepted accounting principles in the United States applied on a consistent basis throughout the periods involved, except as disclosed in the notes to such financial statements; the supporting schedules, if any, included in the 1934 Act Reports present fairly, in all material respects, the information required to be stated therein and any pro forma financial statements and the related notes thereto included in the 1934 Act Reports present fairly the information shown therein, have been prepared in accordance with the Commission's rules and guidelines with respect to pro forma financial statements and have been properly compiled on the bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein.
Financial Statements and Information. 4.1 Reports and Notices
4.2 Communication with Accountants