Common use of Target Financial Statements Clause in Contracts

Target Financial Statements. Target has delivered to Acquirer in Item 2.7 Target's unaudited balance sheet as of December 31, 1998 (respectively, the "Target Balance Sheet" and the "Balance Sheet Date") and Target's unaudited balance sheet as of October 31, 1999 (respectively, the "Target Latest Balance Sheet" and the "Latest Balance Sheet Date") and Target's unaudited income statement for the twelve months ended December 31, 1998 and December 31, 1999 respectively and unaudited income statements and statements of cash flows for the quarters ended March 31, June 30, and September 30, 1999 and for the month ended October 31, 1999 (collectively, the "Target Financial Statements"). The Target Financial Statements (a) are in accordance with the books and records of Target, (b) fairly and accurately represent the financial condition of Target at the respective dates specified therein and the results of operations for the respective periods specified therein and (c) have been prepared in accordance with generally accepted accounting principles applied on a consistent basis, subject to year-end audit adjustments and the absence of footnotes. Except as disclosed in Item 2.7, Target has no debt, liability or obligation of any nature, whether accrued, absolute or contingent, and whether due or to become due, that would be required under generally accepted accounting principles ("GAAP") to be reflected on the liabilities column of a balance sheet, prepared as of the date hereof in accordance with GAAP and is not reflected, reserved against or disclosed in the Target Financial Statements, except for those that may have been incurred after the Latest Balance Sheet Date in the ordinary course of business consistent with past practice ("Ordinary Course").

Target Financial Statements. Target has delivered to Acquirer in Item 2.7 Acquirer, --------------------------- hereto attached as Exhibit I, copies of: (a) Target's unaudited consolidated --------- balance sheet as of September 30, 1998 (the "FINAL BALANCE SHEET") and unaudited consolidated income statement and statement of cash flows for the nine months ended September 30, 1998 (the "INTERIM FINANCIAL STATEMENTS") and (b) Target's audited consolidated balance sheet as of December 31, 1998 (respectively, the "Target Balance Sheet" and the "Balance Sheet Date") 1997 and Target's unaudited balance sheet as of October 31, 1999 (respectively, the "Target Latest Balance Sheet" and the "Latest Balance Sheet Date") and Target's unaudited audited consolidated income statement for the twelve months ended December 31, 1998 and December 31, 1999 respectively and unaudited income statements and statements statement of cash flows for the quarters fiscal year ended March December 31, June 30, and September 30, 1999 and for 1997 (together with the month ended October 31, 1999 (collectivelyInterim Financial Statements, the "Target Financial StatementsTARGET FINANCIAL STATEMENTS"). The Target Financial Statements Statements: (ai) are in accordance with the books and records of Target, ; (bii) fairly and accurately represent the present in all material respects Target's financial condition of Target at the respective dates specified date therein indicated and the results of operations for the respective periods specified period therein specified; and (ciii) have been prepared in accordance with generally accepted accounting principles GAAP applied on a consistent basis, basis (except for the absence of any footnotes required by GAAP in the Interim Financial Statements and subject to customary year-end audit adjustments and the absence of footnotesadjustments). Except as disclosed in Item 2.7, Target has no debt, liability or obligation of any nature, whether accrued, absolute or contingent, and whether due or to become due, that would be required under generally accepted accounting principles ("GAAP") to be reflected on the liabilities column of a balance sheet, prepared as of the date hereof in accordance with GAAP and is not reflected, reserved against or disclosed set forth in the Target Financial Statements, Target does not have any material Liability, expense, claim, deficiency, guaranty or endorsement of any type, whether accrued, absolute, contingent, matured, unmatured or other (whether or not required to be reflected in financial statements in accordance with GAAP), except for those that may have been liabilities which were incurred after the Latest Balance Sheet Date September 30, 1998 in the ordinary course of Target's business consistent with past practice ("Ordinary Course")practices.

Target Financial Statements. Target has delivered to Acquirer in Item 2.7 Target's unaudited balance sheet ’s audited financial statements as of December 31, 1998 (respectively, the "Target Balance Sheet" at and the "Balance Sheet Date") and Target's unaudited balance sheet as of October 31, 1999 (respectively, the "Target Latest Balance Sheet" and the "Latest Balance Sheet Date") and Target's unaudited income statement for the twelve months fiscal years ended December 31, 1998 2009 and December 31, 1999 respectively 2008 (including the notes thereto) and unaudited income related management’s discussion and analysis (“MD&A”) and Target’s consolidated financial statements as at and statements of cash flows for the quarters nine months ended March 31, June 30, and September 30, 1999 and for the month ended October 31, 1999 2010 (collectively, the "“Target Financial Statements"). The Target Financial Statements (a”) are in accordance with the books and records of Target, (b) fairly and accurately represent the financial condition of Target at the respective dates specified therein and the results of operations for the respective periods specified therein and (c) have been were prepared in accordance with generally accepted accounting principles GAAP consistently applied on a consistent basis(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 statements, are subject to yearnormal period-end audit adjustments and may omit notes which are not required by applicable Laws in the absence unaudited statements) and present fairly in all material respects the consolidated financial condition, results of footnotes. Except as disclosed operations, changes in Item 2.7, financial position of Target has no debt, liability or obligation of any nature, whether accrued, absolute or contingent, and whether due or to become due, that would be required under generally accepted accounting principles ("GAAP") to be reflected on the liabilities column of a balance sheet, prepared its subsidiaries as of the date hereof dates thereof and for the periods indicated therein (subject, in accordance with the case of any unaudited interim 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 is not reflectedits subsidiaries on a consolidated basis. Target’s audited financial statements for the fiscal year ended December 31, reserved against 2010 will be filed as required pursuant to National Instrument 51- 101 “Continuous Disclosure Obligations” on or disclosed before March 31, 2011. There has been no material change in Target’s accounting policies, except as described in the notes to the Target Financial Statements, except for those that may have been incurred after the Latest Balance Sheet Date in the ordinary course of business consistent with past practice ("Ordinary Course")since September 30, 2010.

Target Financial Statements. Target has delivered to Acquirer in Item 2.7 Target's unaudited balance sheet ’s audited financial statements as of December 31, 1998 (respectively, the "Target Balance Sheet" at and the "Balance Sheet Date") and Target's unaudited balance sheet as of October 31, 1999 (respectively, the "Target Latest Balance Sheet" and the "Latest Balance Sheet Date") and Target's unaudited income statement for the twelve months fiscal years ended December 31, 1998 2009 and December 31, 1999 respectively 2008 (including the notes thereto) and unaudited income related management’s discussion and analysis (“MD&A”) and Target’s consolidated financial statements as at and statements of cash flows for the quarters nine months ended March 31, June 30, and September 30, 1999 and for the month ended October 31, 1999 2010 (collectively, the "“Target Financial Statements"). The Target Financial Statements (a”) are in accordance with the books and records of Target, (b) fairly and accurately represent the financial condition of Target at the respective dates specified therein and the results of operations for the respective periods specified therein and (c) have been were prepared in accordance with generally accepted accounting principles GAAP consistently applied on a consistent basis(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 statements, are subject to yearnormal period-end audit adjustments and may omit notes which are not required by applicable Laws in the absence unaudited statements) and present fairly in all material respects the consolidated financial condition, results of footnotes. Except as disclosed operations, changes in Item 2.7, financial position of Target has no debt, liability or obligation of any nature, whether accrued, absolute or contingent, and whether due or to become due, that would be required under generally accepted accounting principles ("GAAP") to be reflected on the liabilities column of a balance sheet, prepared its subsidiaries as of the date hereof dates thereof and for the periods indicated therein (subject, in accordance with the case of any unaudited interim 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 is not reflectedits subsidiaries on a consolidated basis. Target’s audited financial statements for the fiscal year ended December 31, reserved against 2010 will be filed as required pursuant to National Instrument 51-101 “Continuous Disclosure Obligations” on or disclosed before March 31, 2011. There has been no material change in Target’s accounting policies, except as described in the notes to the Target Financial Statements, except for those that may have been incurred after the Latest Balance Sheet Date in the ordinary course of business consistent with past practice ("Ordinary Course")since September 30, 2010.