Common use of Target Financial Statements Clause in Contracts

Target Financial Statements. Target’s audited consolidated financial statements as at and for the fiscal years ended December 31, 2005 and 2004 (including the notes thereto and related management’s discussion and analysis (“Target’s MD&A”)) and Target’s unaudited financial statements as at and for the six months ended June 30, 2006 (including the notes thereto and related Target’s MD&A) (collectively, the “Target Financial Statements”) and all financial statements of Target and its subsidiaries included or incorporated by reference in information circulars, forms, reports, statements, prospectuses and other documents filed with Securities Authorities since December 31, 2004 were prepared in accordance with GAAP consistently applied (except (A) as otherwise indicated in such financial statements and the notes thereto or, in the case of audited statements, in the related report of Target’s independent auditors, or (B) in the case of unaudited interim consolidated financial statements, are subject to normal period-end adjustments and may omit notes which are not required by applicable Laws in the unaudited statements) and fairly present in all material respects the consolidated financial position, results of operations and changes in financial position of Target and its subsidiaries as of the dates thereof and for the periods indicated therein (subject, in the case of any unaudited interim consolidated financial statements, to normal period-end adjustments) and reflect reserves required by GAAP in respect of all material contingent liabilities, if any, of Target and its subsidiaries on a consolidated basis. There has been no material change in Target’s accounting policies, except as described in the notes to the Target Financial Statements, since December 31, 2005. None of Target or its subsidiaries had any liabilities or obligations of any nature (whether accrued, absolute, contingent or otherwise) required by GAAP to be set forth in a consolidated balance sheet of Target or in the notes thereto, except for any liabilities or obligations incurred since June 30, 2006 in the ordinary course of business.

Target Financial Statements. Target has delivered to Acquirer as SCHEDULE 2.8 Target’s 's (a) audited consolidated financial statements balance sheet as at and for the fiscal years ended of December 31, 2005 and 2004 1998 (including the notes thereto and related management’s discussion and analysis (“Target’s MD&A”)"1998 BALANCE SHEET") and Target’s unaudited financial statements as at income statement and statement of cash flows for the six months twelve (12) month period then ended June 30, 2006 (including the notes thereto and related Target’s MD&A) (collectively, the “Target "1998 FINANCIAL STATEMENTS"), and (b) unaudited balance sheet as of May 31, 1999 (the "MAY 31 BALANCE SHEET") and income statement and statement of cash flows for the five (5) month period then ended (collectively, the "MAY FINANCIAL STATEMENTS") (the 1998 Financial Statements and May Financial Statements are collectively referred to herein as the "Financial Statements”) "). The Financial Statements have been prepared based upon with the books and all financial statements records of Target and its subsidiaries included or incorporated by reference fairly present the financial condition of Target at the dates therein indicated and the results of operations for the periods therein specified in information circulars, forms, reports, statements, prospectuses and other documents filed with Securities Authorities since December 31, 2004 were all material respects. The Financial Statements have been prepared in accordance with GAAP consistently generally accepted accounting principles applied on a consistent basis (except (A) except, with respect to the May Financial Statements, for the absence of footnotes and as otherwise indicated in such financial statements and to the notes thereto or, in effect of normal year end adjustments). To the case of audited statements, in the related report of Target’s independent auditors, or (B) in the case of unaudited interim consolidated financial statements, are subject to normal period-end adjustments and may omit notes which are not required by applicable Laws in the unaudited statements) and fairly present in all material respects the consolidated financial position, results of operations and changes in financial position knowledge of Target and its subsidiaries as of the dates thereof and for the periods indicated therein (subjecteach Principal, in the case Target has no material debt, liability or obligation of any unaudited interim consolidated financial statementsnature, to normal period-end adjustments) and reflect reserves required by GAAP in respect of all material contingent liabilities, if any, of Target and its subsidiaries on a consolidated basis. There has been no material change in Target’s accounting policies, except as described in the notes to the Target Financial Statements, since December 31, 2005. None of Target or its subsidiaries had any liabilities or obligations of any nature (whether accrued, absolute, contingent or otherwise) , and whether due or to become due, that is not reflected or reserved against in the Financial Statements which would be required by GAAP under generally accepted accounting principles to be set forth in a consolidated balance sheet of Target reflected or in the notes theretoreserved, except for any liabilities or obligations those that may have been incurred since June 30, 2006 after the date of the Financial Statements in the ordinary course of its business., consistent with past practice and that are not material in amount either individually or

Target Financial Statements. Target’s 's audited consolidated financial statements as at and for the fiscal years ended December 31, 2005 and 2004 (including the notes thereto and related management’s 's discussion and analysis (“"Target’s 's MD&A”")) and Target’s 's unaudited financial statements as at and for the six months ended June 30, 2006 (including the notes thereto and related Target’s 's MD&A) (collectively, the “"Target Financial Statements”") and all financial statements of Target and its subsidiaries included or incorporated by reference in information circulars, forms, reports, statements, prospectuses and other documents filed with Securities Authorities since December 31, 2004 were prepared in accordance with GAAP consistently applied (except (A) as otherwise indicated in such financial statements and the notes thereto or, in the case of audited statements, in the related report of Target’s 's independent auditors, or (B) in the case of unaudited interim consolidated financial statements, are subject to normal period-end adjustments and may omit notes which are not required by applicable Laws in the unaudited statements) and fairly present in all material respects the consolidated financial position, results of operations and changes in financial position of Target and its subsidiaries as of the dates thereof and for the periods indicated therein (subject, in the case of any unaudited interim consolidated financial statements, to normal period-end adjustments) and reflect reserves required by GAAP in respect of all material contingent liabilities, if any, of Target and its subsidiaries on a consolidated basis. There has been no material change in Target’s 's accounting policies, except as described in the notes to the Target Financial Statements, since December 31, 2005. None of Target or its subsidiaries had any liabilities or obligations of any nature (whether accrued, absolute, contingent or otherwise) required by GAAP to be set forth in a consolidated balance sheet of Target or in the notes thereto, except for any liabilities or obligations incurred since June 30, 2006 in the ordinary course of business.