The Financial Statements. The Financial Statements:
The Financial Statements. (a) have been prepared in accordance with GAAP applied on a basis consistent with those of preceding fiscal periods;
The Financial Statements. Except with respect to the initial Financial Statements of Borrower which were proformas only, the Financial Statements are true, correct, and complete as of the dates specified therein and fully and accurately present the financial condition of Borrower as of the dates specified. No material adverse change has occurred in the financial condition of Borrower since the date of the Financial Statements.
The Financial Statements. (i) present fairly the financial position of the Corporation and the results of operations, shareholders' equity and cash flows of the Corporation at the dates and for the periods indicated, (ii) are in accordance with the books and records of the Corporation which books and records are complete and correct and fairly reflect all material transactions of the Corporation's business, and (iii) have been prepared in accordance with generally accepted accounting principles ("GAAP") consistently applied (except as set forth in the notes thereto and subject, in the case of unaudited Financial Statements, to normal year-end adjustments, and the absence of notes thereto). Except as incurred under agreements on Schedule 4.10(a) or as set forth on Schedule 4.7, at the date of the Interim Balance Sheet, the Corporation did not have any material Liability of any nature or any loss contingency (as such term is used in the Statement of Financial Accounting Standards No. 5 issued by the Financial Accounting Standards Board in March 1975) that was not adequately disclosed or provided for on the Interim Balance Sheet, including the notes thereto. For purposes of this Agreement, "Liability" means any liability or obligation, whether known or unknown, asserted or unasserted, absolute or contingent, accrued or unaccrued, liquidated or unliquidated and whether due or to become due, regardless of when asserted.
The Financial Statements. (A) were prepared in accordance with the books of account and other financial records of Issuer and each Subsidiary; (B) present fairly the consolidated financial condition and results of operations of Issuer and each Subsidiary as of the dates thereof or for the periods covered thereby; (C) were prepared in accordance with U.S. GAAP applied on a basis consistent with the past practices of Issuer and each Subsidiary and throughout the periods involved; and (D) include all adjustments (consisting only of normal recurring accruals) that are necessary for a fair presentation of the consolidated financial condition and results of operations of Issuer as of the dates thereof or for the periods covered thereby.
The Financial Statements. (a) The Financial Statements and Quarterly Statements:
The Financial Statements. The Financial Statements delivered by Borrower to Lender on or prior to the date hereof were prepared in accordance with generally accepted accounting principles and fairly present the financial condition and results of operations of the Borrower for the respective periods specified therein, except for the absence of footnotes and subject to normal year-end adjustments which, in the aggregate, are not material. To Borrower's Knowledge, no material adverse change has occurred in the financial condition of Borrower since the period ending as of the last Financial Statement delivered by Borrower to Lender.
The Financial Statements. (a) have been prepared from, and are in accordance with, the books and records of the Company;
The Financial Statements. (i) were prepared from the Books and Records of Target, which Books and Records have been maintained in all material respects in accordance with all legal and accounting requirements applicable thereto (it being understood that, for purposes of this Section 2.8, the term “Books and Records” shall mean only those Books and Records related to the preparation of financial statements in accordance with GAAP); (ii) were prepared in accordance with GAAP consistently applied; and (iii) present fairly the financial condition of Target and the results of its operations for the periods covered by, and as at the dates of, each of the Financial Statements except that the Interim Statements omit footnote disclosures and do not reflect year-end adjustments which will not, in the aggregate, be material. The statements of profit and loss included in the Financial Statements do not contain any material items of special or non-recurring income or other income not earned in the ordinary course of business except as expressly specified therein.
The Financial Statements. (xviii) to the extent not previously delivered pursuant to the Additional Credit Facility, the Existing Credit Facility or hereunder, Borrower will execute, or cause to be executed with respect to each Additional Eligible Resort, a Negative Pledge, Borrower's Affidavit with Respect to the Additional Eligible Resorts and an Environmental Indemnification Agreement, each in the form attached hereto as Exhibit A; 25 27 (xix) with respect to any improvements, including any Units, constructed at a Resort within the twenty-four month period prior to the approval of any Additional Eligible Resort, Borrower shall also deliver to Lender, for its approval, such documents and instruments as Lender may reasonably request in connection with such newly constructed improvements, including, without limitation, copies of building permits, plans and specifications construction and architectural contracts, title insurance insuring over, among other things, mechanics liens, certificates of occupancy and satisfactory evidence of the completion of such improvements;