Required Financial Information. (a) Seller shall deliver (i) true and complete copies of audited Statements of Revenue and Direct Operating expenses of the Assets for the years ended as of December 31, 2021 and December 31, 2020, and for each of the two years in the period ended December 31, 2021 (including any supplemental oil and gas disclosures satisfying the requirements of Financial Accounting Standards Board Accounting Standards Codification 000-000-00, et seq.) and prepared in accordance with GAAP and Regulation S-X, and audited in accordance with the auditing standards generally accepted in the United States of America (“GAAS”) (the “Audited Financials”) not later than five (5) days prior to the Target Closing Date; and (ii) true and complete copies of unaudited Statements of Revenue and Direct Operating Expenses for the Assets for the six months ended June 30, 2022, prepared in accordance with GAAP and reviewed in accordance with GAAS applicable to reviews of interim financial information (the “Unaudited Interim Financials”) not later than five (5) days prior to the Target Closing Date. In addition, from and after the Execution Date until the Closing Date, Seller shall use reasonable efforts to direct its consultants, accountants, reserve engineers, agents and other representatives to, during customary business hours, cooperate with the Earthstone Parties and independent auditors chosen by the Earthstone Parties (“Earthstone’s Auditor”) in connection with any audit by Earthstone’s Auditor of any financial statements of the Assets or reserve reports with respect to the Assets, in each case, relating to the period prior to the Closing Date, or other actions that the Earthstone Parties reasonably require to comply with the requirements under state and federal securities laws. Such cooperation will include (A) reasonable access to Seller’s officers, managers, employees, consultants, agents and representatives who were responsible for preparing or maintaining the financial records and work papers and other supporting documents used in the preparation of such financial statements as may be required by Earthstone’s Auditor to perform an audit or conduct a review in accordance with generally accepted auditing standards or to otherwise verify such financial statements; (B) using commercially reasonable efforts to obtain the consent of the independent auditor(s) and reserve engineer(s) of Seller that conducted any audit of such financial statements or prepared any reserve reports to be na...
Required Financial Information. At Purchaser’s cost and expense, Sellers shall reasonably cooperate with Purchaser in a timely manner as reasonably requested by Purchaser in connection with Purchaser’s preparation of historical financial statements and pro forma financial information in respect of the Business as required by Regulation S-X under the Securities Act of 1933, as amended, and the timely filing of the necessary financial statements and pro forma financial information with the SEC under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, and for securities offerings by Purchaser and its Affiliates in which such financial information is reasonably necessary or advisable including (i) permitting Purchaser to use any audited or unaudited financial statements available, (ii) facilitating the delivery from Seller’s independent public accountants relevant consent letters necessary in connection with the foregoing and (iii) if any requested financial statements are not available, assisting in the preparation of such audited or unaudited financial statements.
Required Financial Information. Buyer acknowledges and agrees that Seller has performed in all material respects Seller’s requirements to deliver Required Financial Information to Buyer.
Required Financial Information. The Company will deliver the Required Financial Information to Parent in accordance with the time periods set forth in, and otherwise in accordance with, the definition thereof.
Required Financial Information. Borrower shall timely tender, or cause to be tendered, the Required Financial Information as described in Article I hereof.
Required Financial Information. Inland agrees that, until ------------------------------ January 1, 1999, at PGP's cost and expense, Inland will provide PGP and its representatives with such financial and other information, and such access to its books and records, insofar as such financial and other information and books and records pertains to the Duchesne/Antelope Creek Assets, as may be necessary for PGP to comply with any laws or governmental rules or regulations applicable to it, in such form as is necessary to comply with any such law, rule or regulation, including without limitation rules and regulations of the Securities and Exchange Commission or any successor body. Such information shall be provided to PGP or its representatives as promptly as is reasonably practicable. PGP agrees that, until January 1, 1999, at Inland's cost and expense, PGP will provide Inland and its representatives with such financial and other information, and such access to its books and records, insofar as such financial and other information and books and records pertains to the Ashley Unit Assets, as may be necessary for Inland to comply with any laws or governmental rules or regulations applicable to it, in such form as is necessary to comply with any such law, rule or regulation, including without limitation rules and regulations of the Securities and Exchange Commission or any successor body. Such information shall be provided to Inland or its representatives as promptly as is reasonably practicable.
Required Financial Information. Section 6.9(a) Requisite Shareholder Vote........................................Section 4.2(a) Restricted Share.....................................................Section 1.1
Required Financial Information. “Required Financial Information” shall have the meaning specified in Section 5.9(iv).
Required Financial Information. 4.13(b) Restricted Shares......................................................1.17(b) Restoration Services....................................................4.1(c) SEC........................................................................2.4
Required Financial Information. (a) At Buyer’s reasonable request, after the Execution Date, and for only up to two (2) years after the Closing Date, Seller shall use commercially reasonable efforts to (i) provide financial and Hydrocarbon information related to the Assets for the period prior to the Closing Date that is existing and available to Seller and (ii) make available Seller’s auditor, in each case, as is reasonably necessary for Buyer to prepare financial statements relating to the Assets (together with any supplementary oil and gas information required by ASC 932-235 and any pro forma financial statements of Buyer that include pro forma adjustments with respect to Seller) to the extent required to be filed by Buyer or its Affiliates with the SEC pursuant to the Securities Act, and the rules and regulations thereunder, the rules set forth in Regulation S-X, or the Exchange Act, and the rules and regulations thereunder; provided that Seller’s accountants shall not be obligated to make any work papers available to SilverBow, Buyer or Buyer’s Representatives except in accordance with such accountants’ normal disclosure procedures and then only after the Buyer’s Representatives have signed a customary agreement relating to such access to work papers in form and substance reasonably acceptable to such accountants. As requested from time to time, Seller shall use commercially reasonable efforts to cause Seller’s auditor to provide executed consents for filing with the SEC in connection with the filing of financial statements related to the Assets with the SEC.
