Xxxxxxxx Financial Statements Sample Clauses

Xxxxxxxx Financial Statements. The Xxxxxxxx Financial Statements (i) have not been prepared in accordance with generally accepted accounting principles, international financial reporting standards or other regulatory standards and are subject to normal and recurring year-end adjustments and the absence of notes, and (ii) are in all material respects in accordance with the Books and Records. The Xxxxxxxx Financial Statements are based on the Books and Records and fairly present the revenues of the Business for the periods indicated.
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Xxxxxxxx Financial Statements. 18 3.8 Taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 3.9
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Xxxxxxxx Financial Statements. Xxxxxxxx has delivered to Antinori the financial statements as set forth in SCHEDULE 3.7 (the "XXXXXXXX FINANCIAL STATEMENTS"). The Xxxxxxxx Financial Statements, in all material respects, (a) are in accordance with the books and records of Xxxxxxxx, (b) fairly and accurately represent the financial condition of Xxxxxxxx at the respective dates specified therein and the results of operations for the respective periods specified therein in both cases in conformity with generally accepted accounting principles, and (c) have been prepared in accordance with generally accepted accounting principles applied on a consistent basis. Except as set forth in SCHEDULE 3.7, to its knowledge Xxxxxxxx has no material debt, liability or obligation of any nature, whether accrued, absolute, contingent or otherwise, and whether due or to become due, that is not reflected, reserved against or disclosed in the Xxxxxxxx Financial Statements, except for (i) those that are not required to be reported in accordance with such accounting principles and (ii) those that may have been incurred after the issuance of the unaudited balance sheet of Xxxxxxxx on December 31, 1996 (the "BALANCE SHEET DATE") in the ordinary course of its business. Financial statements of Xxxxxxxx as of January 31, 1995, January 31, 1994 and January 31, 1993 and for the years then ended, in each case meeting the requirements of Regulation S-X promulgated by the Securities and Exchange Commission, can be readily prepared from Xxxxxxxx'x financial statements as of such dates and for such years and from other readily available information.
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Xxxxxxxx Financial Statements. Xxxxxxxx has Previously Disclosed copies of its audited consolidated statements of financial condition as of December 31, 2005, and its audited consolidated statements of income, stockholders’ equity and cash flows for the two years ended December 31, 2005 and 2004, together with notes thereto, and Xxxxxxxx will have prepared and will deliver by April 30, 2007, copies of its audited consolidated statements of financial condition as of December 31, 2006, and its audited consolidated statements of income, stockholders’ equity and cash flows for the year ended December 31, 2006, together with notes thereto (collectively, the “Xxxxxxxx Audited Financial Statements”). Xxxxxxxx has Previously Disclosed copies of its unaudited consolidated statement of financial condition as of September 30, 2006, and unaudited consolidated statements of income and cash flows for the nine-months ended September 30, 2006 and 2005, together with notes thereto (collectively, the “Xxxxxxxx Interim Financial Statements”). Xxxxxxxx also has Previously Disclosed a draft of the Xxxxxxxx Audited Financial Statements for the year ending December 31, 2006 (the “Xxxxxxxx Draft Financial Statements”). Following the date of this Agreement, Xxxxxxxx promptly will prepare and deliver to BOC all subsequent annual or interim financial statements prepared by or for Xxxxxxxx. The Xxxxxxxx Audited Financial Statements and the Xxxxxxxx Interim Financial
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Xxxxxxxx Financial Statements. No later than May 31, 2010, the Borrower shall have delivered to the Administrative Agent copies of Xxxxxxxx X. Xxxxxxxx’ duly-executed and dated personal financial statements for the 2009 calendar year, certified as true and correct by Xxxxxxxx X. Xxxxxxxx, in a form acceptable to the Administrative Agent.
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Xxxxxxxx Financial Statements. Xx. Xxxxxxx shall have submitted to Lender such tax returns and financial statements (including a complete set of notes to Xx. Xxxxxxx'x December 31, 1995 financial statements) and information as Lender may require and Lender shall approve the financial condition of Xx. Xxxxxxx.
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Xxxxxxxx Financial Statements. The financial ------------------------------ statements set forth on Schedule 6.08, which consist of (i) the unaudited ------------- balance sheet of Xxxxxxx'x and the notes thereto as of December 31, 1995 and the unaudited statement of operations and the notes thereto for the year then ended, and (ii) the unaudited condensed balance sheet of Xxxxxxx'x and the notes thereto as of March 31, 1996 (the "Xxxxxxx'x Balance Sheet") and the ----------------------- unaudited condensed statement of operations for the three-month period then ended, were prepared in accordance with GAAP, and present fairly, in all material respects, Xxxxxxx'x financial position and the results of its operations as of the date thereof and for the periods covered thereby. Xxxxxxx'x Balance Sheet and the unaudited condensed statements of operations referred to in clause (ii) above were prepared on a basis consistent with the financial statements of Xxxxxxx'x for the year ended December 31, 1995, and include all adjustments that management considers necessary for a fair presentation of the results of operations for such period.
Sample 1
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Xxxxxxxx Financial Statements. If reasonably requested by Xxxxx following the Closing, the Seller and Seller Parent shall use commercially reasonable efforts to assist Xxxxx and its Representatives in the preparation of pre-Closing historical financial statements (including audited financial statements) related to the Business (the “Business Financial Statements”). In the event that Xxxxx requests the assistance of Seller and Seller Parent in connection with the preparation of the Business Financial Statements under this Section 5.8, Buyer shall bear Seller’s and Seller Parent’s reasonable costs and expenses incurred in the preparation of the Business Financial Statements. ​ ​ ​
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Related to Xxxxxxxx Financial Statements

  • Periodic Financial Statements Borrower shall deliver to Bank, within 45 days after the end of each fiscal quarter, unaudited management-prepared quarterly financial statements including, without limitation, a balance sheet, profit and loss statement and statement of cash flows, with supporting schedules; all in reasonable detail and prepared in conformity with generally accepted accounting principles, applied on a basis consistent with that of the preceding year. Such statements shall be certified as to their correctness by a principal financial officer of Borrower and in each case, if audited statements are required, subject to audit and year-end adjustments.

  • Year-End Financial Statements As soon as available but no later than ninety (90) days after and as of the end of each financial reporting year, a complete copy of Borrower's audit report, which shall include balance sheet, income statement, statement of changes in equity and statement of cash flows for such year, prepared and certified by an independent certified public accountant selected by Borrower and reasonably satisfactory to Lender (the "Accountant"). The Accountant's certification shall not be qualified or limited due to a restricted or limited examination by the Accountant of any material portion of Borrower's records or otherwise.

  • Initial Financial Statements Borrower has heretofore delivered to Lender copies of the Initial Financial Statements which are complete and correct in all material respects. The Initial Financial Statements fairly present Borrower’s combined financial position at the respective dates thereof and the combined results of operations and combined cash flows for the periods then ended. Since the date of the Initial Financial Statements no Material Adverse Change has occurred, except as reflected in Section 5.6 of the Disclosure Schedule. All Initial Financial Statements were prepared in accordance with GAAP.

  • Annual Financial Statements Within 90 days after the end of each Fiscal Year, commencing with the Fiscal Year ending December 31, 2011, (i) the consolidated balance sheets of Borrower and its Subsidiaries as at the end of such Fiscal Year and the related consolidated statements of income, stockholders’ equity and cash flows of Borrower and its Subsidiaries for such Fiscal Year, setting forth in each case in comparative form the corresponding figures for the previous Fiscal Year commencing with the first Fiscal Year for which such corresponding figures are available, all in reasonable detail, together with a Financial Officer Certification and a Narrative Report with respect thereto; and (ii) with respect to such consolidated financial statements a report thereon by an independent certified public accountant (or accountants) of recognized national standing selected by Borrower, and reasonably satisfactory to Administrative Agent (which report and/or the accompanying financial statements shall be unqualified as to going concern and scope of audit, and shall state that such consolidated financial statements fairly present, in all material respects, the consolidated financial position of Borrower and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated in conformity with GAAP applied on a basis consistent with prior years (except as otherwise disclosed in such financial statements) and that the examination by such accountants in connection with such consolidated financial statements has been made in accordance with generally accepted auditing standards) together with a written statement by such independent certified public accountants stating (1) that their audit examination has included a review of the terms of Section 6.7 of this Agreement and the related definitions, (2) whether, in connection therewith, any condition or event that constitutes a Default or an Event of Default under Section 6.7 has come to their attention and, if such a condition or event has come to their attention, specifying the nature and period of existence thereof, and (3) that nothing has come to their attention that causes them to believe that the information contained in any Compliance Certificate is not correct or that the matters set forth in such Compliance Certificate are not stated in accordance with the terms hereof (which statement may be limited to the extent required by accounting rules or guidelines);

  • Quarterly Financial Statements As soon as available and in any event within 5 days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each of the first three quarterly accounting periods in each fiscal year of the Borrower (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 days after the end of each such quarterly accounting period), the consolidated balance sheets of the Borrower and the Subsidiaries and, if different, the Borrower and the Restricted Subsidiaries, in each case as at the end of such quarterly period and the related consolidated statements of operations for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and setting forth comparative consolidated figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the prior fiscal year (or, in lieu of such unaudited financial statements of the Borrower and the Restricted Subsidiaries, a detailed reconciliation reflecting such financial information for the Borrower and the Restricted Subsidiaries, on the one hand, and the Borrower and the Subsidiaries, on the other hand), all of which shall be certified by an Authorized Officer of the Borrower as fairly presenting in all material respects the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Subsidiaries in accordance with GAAP, subject to changes resulting from audit and normal year end audit adjustments.

  • GAAP Financial Statements The Borrower will deliver to each Lender:

  • Monthly Financial Statements As soon as available, but no later than thirty (30) days after the last day of each month, a company prepared consolidated balance sheet and income statement covering Borrower’s consolidated operations for such month certified by a Responsible Officer and in a form acceptable to Bank (the “Monthly Financial Statements”);

  • Original Financial Statements (a) Its Original Financial Statements were prepared in accordance with the Accounting Principles consistently applied.

  • SEC Filings; Financial Statements (a) Since May 31, 2010, the Company has timely filed or otherwise furnished (as applicable) all registration statements, prospectuses, forms, reports, certifications, statements and other documents required to be filed or furnished by it under the Securities Act or the Exchange Act, as the case may be, together with all certifications required pursuant to the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”) (such documents and any other documents filed by the Company or any Company Subsidiary with the SEC, as have been supplemented, modified or amended since the time of filing, collectively, the “Company SEC Documents”). As of their respective effective dates (in the case of the Company SEC Documents that are registration statements filed pursuant to the requirements of the Securities Act) and as of their respective SEC filing dates (in the case of all other Company SEC Documents), or in each case, if amended prior to the date hereof, as of the date of the last such amendment, the Company SEC Documents (i) did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements made therein, in light of the circumstances under which they were made, not misleading and (ii) complied in all material respects with the applicable requirements of the Exchange Act or the Securities Act, as the case may be, the Xxxxxxxx-Xxxxx Act and the applicable rules and regulations of the SEC thereunder. None of the Company Subsidiaries is required to file any forms, reports or other documents with the SEC. All of the audited consolidated financial statements and unaudited consolidated interim financial statements of the Company and the consolidated Company Subsidiaries included in the Company SEC Documents, including the related notes and schedules (collectively, the “Company Financial Statements”) (A) have been prepared in accordance with GAAP applied on a consistent basis during the periods involved (except as may be indicated in the notes thereto or, in the case of interim financial statements, for normal and recurring year-end adjustments) and (B) fairly present in all material respects the consolidated financial position and the consolidated results of operations, cash flows and changes in stockholders’ equity of the Company and the consolidated Company Subsidiaries as of the dates and for the periods referred to therein (except as may be indicated in the notes thereto or, in the case of interim financial statements, for normal and recurring year-end adjustments).

  • Interim Financial Statements Within 45 days after the close of each fiscal quarter of Customer, a copy of the interim financial statements of Customer for such fiscal quarter (including in reasonable detail both a balance sheet as of the close of such fiscal period, and statement of profit and loss for the applicable fiscal period);

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