SEC Reporting Requirements. For the period of time commencing on the date hereof and continuing through the first anniversary of the Closing Date, Seller shall, from time to time, upon reasonable advance written notice from Purchaser, provide Purchaser and its representatives with (i) access to all financial and other information pertaining to the period of Seller's ownership and operation of the Property, which information is relevant and necessary, in the opinion of Purchaser's outside third party accountants (the "Accountants") to enable Purchaser and its Accountants to prepare financial statements in compliance with any or all of (a) Rule 3-05 or 3-14 of Regulation S-X of the Securities and Exchange Commission (the "Commission"), as applicable; (b) any other rule issued by the Commission and applicable to the Purchaser; and (c) any registration statement, report or disclosure statement filed with the Commission by, or on behalf of Purchaser; and (ii) a representation letter, in form specified by, or otherwise reasonably satisfactory to the Accountants, signed by the individual(s) responsible for Seller's financial reporting, as prescribed by generally accepted auditing standards promulgated by the Auditing Standards Division of the American Institute of Certified Public Accountants, which representation letter may be required by the Accountants in order to render an opinion concerning Seller's financial statements. Purchaser shall indemnify Seller upon demand for all liabilities, obligations, costs and expenses actually incurred by Seller in connection with (i) Seller's compliance with its obligations under this Section 16.21, (ii) any claims made under this Section 16.21 and (iii) any claims made with respect to the representation letter.
Appears in 1 contract
Sources: Purchase and Sale Agreement (Brandywine Realty Trust)
SEC Reporting Requirements. For the period of time commencing on the date hereof and continuing through the first anniversary of the Closing Date, and without limitation of other document production otherwise required of Seller hereunder, Seller shall, from time to time, upon reasonable advance written notice from PurchaserBuyer, provide Purchaser Buyer and its representatives representatives, with (i) access to all financial financial, leasing and other information pertaining to the period of Seller's ’s ownership of the Interests and operation of the Property, which information is relevant and reasonably necessary, in the opinion of Purchaser's outside Buyer’s outside, third party accountants (the "“Accountants") ”), to enable Purchaser Buyer and its Accountants to prepare financial statements and to conduct audits of such financial statements in accordance with generally accepted auditing standards, such that Buyer shall be in compliance with any or all of (a) Rule 3-05 or (but only to the extent such Rule 3-05 references Rule 3-14 of Regulation S-X of the Securities and Exchange Commission (the "“Commission"”)) and Rule 3-14 of Regulation S-X of the Commission, as applicable; (b) any other rule issued by the Commission and applicable to the PurchaserBuyer; and (c) any registration statement, report or disclosure statement filed with the Commission by, or on behalf of PurchaserBuyer; and (ii) a representation letter, in form specified by, or otherwise reasonably satisfactory to the Accountants, signed by the individual(s) responsible for Seller's ’s financial reporting, as prescribed by generally accepted auditing standards promulgated by the Auditing Standards Division of the American Institute of Certified Public Accountants, which representation letter may be required by the Accountants in order to render an opinion concerning Seller's ’s financial statements. Purchaser shall indemnify Seller upon demand for all liabilities, obligations, costs and expenses actually incurred by Seller in connection with (i) Seller's compliance with its obligations under this Section 16.21, (ii) any claims made under this Section 16.21 and (iii) any claims made with respect to the representation letter.
Appears in 1 contract
Sources: Purchase and Sale Agreement (Corporate Office Properties Trust)
SEC Reporting Requirements. For the period of time commencing on the date hereof Effective Date and continuing through the first anniversary of the Closing Date, and without limitation of other document production otherwise required of Seller hereunder, Seller shall, from time to time, upon reasonable advance written notice from Purchaser, and at Purchaser’s cost and expense, provide Purchaser and its representatives representatives, with (i) access to all financial financial, leasing and other information pertaining to the period of Seller's ’s ownership and operation of the Property, which information is relevant and reasonably necessary, in the opinion of Purchaser's outside ’s outside, third party accountants (the "“Accountants") ”), to enable Purchaser and its Accountants to prepare financial statements and to conduct audits of such financial statements in accordance with generally accepted auditing standards, such that Purchaser shall be in compliance with any or all of (a) Rule 3-05 or 3-14 of Regulation S-X of the Securities and Exchange Commission (the "“Commission"”), as applicable; (b) any other rule issued by the Commission and applicable to the Purchaser; and (c) any registration statement, report or disclosure statement filed with the Commission by, or on behalf of Purchaser; and (ii) a representation letter, letter in a form specified by, or otherwise reasonably satisfactory acceptable to the AccountantsSeller, signed by the individual(s) responsible for Seller's ’s financial reporting, as prescribed by generally accepted auditing standards promulgated by the Auditing Standards Division of the American Institute of Certified Public Accountants, which representation letter may be required by the Accountants in order to render an opinion concerning Seller's ’s financial statements. Purchaser shall indemnify Seller upon demand for all liabilities, obligations, costs and expenses actually incurred by Seller in connection with (i) Seller's compliance with its obligations under this Section 16.21, (ii) any claims made under this Section 16.21 and (iii) any claims made with respect to the representation letter.
Appears in 1 contract
Sources: Purchase and Sale Agreement (Corporate Office Properties Trust)
SEC Reporting Requirements. For the period of time commencing on the date hereof and continuing through the first anniversary of the Closing Date, and without limitation of other document production otherwise required of Seller hereunder, Seller shall, from time to time, upon reasonable advance written notice from Purchaser, provide Purchaser and its representatives representatives, with (i) access to all financial financial, leasing and other information pertaining to the period of Seller's ’s ownership of the Interests and operation of the Property, which information is relevant and reasonably necessary, in the opinion of Purchaser's outside ’s outside, third party accountants (the "“Accountants") ”), to enable Purchaser and its Accountants to prepare financial statements and to conduct audits of such financial statements in accordance with generally accepted auditing standards, such that Purchaser shall be in compliance with any or all of (a) Rule 3-05 or 3-14 of Regulation S-X of the Securities and Exchange Commission (the "“Commission"”), as applicable; (b) any other rule issued by the Commission and applicable to the Purchaser; and (c) any registration statement, report or disclosure statement filed with the Commission by, or on behalf of Purchaser; and (ii) a representation letter, in form specified by, or otherwise reasonably satisfactory to the Accountants, signed by the individual(s) responsible for Seller's ’s financial reporting, as prescribed by generally accepted auditing standards promulgated by the Auditing Standards Division of the American Institute of Certified Public Accountants, which representation letter may be required by the Accountants in order to render an opinion concerning Seller's ’s financial statements. Purchaser shall indemnify Seller upon demand for pay all liabilities, obligations, of Seller’s costs and expenses actually incurred by Seller in connection with (i) Seller's compliance with its obligations under this Section 16.21, (ii) any claims made under this Section 16.21 and (iii) any claims made with respect to the representation letterfulfilling these obligations.
Appears in 1 contract
Sources: Purchase Agreement (Corporate Office Properties Trust)