Interim Company definition
Examples of Interim Company in a sentence
No such account has been assigned or pledged to any other person, firm or corporation, and, except only to the extent fully reserved against as set forth in the Interim Company Balance Sheet, no defense or setoff to any such account has been asserted by the account obligor.
Except as set forth in Schedule 3.07, the Company Financial Statements reflect all liabilities of the Company as determined in accordance with generally accepted accounting principles arising out of transactions effected or events occurring on or prior to the date of the Interim Company Balance Sheet, except for liabilities not exceeding $10,000 in the aggregate.
All such inventory not written off in the Interim Company Financial Statements has been valued in accordance with GAAP consistently applied.
The reserve for bad debts shown on the Interim Company Financial Statements or, with respect to accounts receivable arising after the Reference Balance Sheet Date, on the accounting records of each Target Company have been determined in accordance with GAAP consistently applied, subject to normal year-end adjustments and the absence of disclosures normally made in footnotes.
Premier and Interim Company have the corporate power and authority to execute, deliver and perform this Agreement or the Adoption Agreement.
This Agreement has been duly authorized, executed and delivered by Premier and Interim Company (by virtue of the Adoption Agreement) and constitutes the legal, valid and binding obligation of Premier and Interim Company in accordance with its terms.
Premier has agreed to cause Interim Company to approve this Agreement and authorize the execution of an Adoption Agreement substantially in the form attached hereto as “Exhibit A” which is incorporated herein by reference.
The Company Financial Statements fairly present in all material respects the financial condition and operating results of the Company as of the dates, and for the periods, indicated therein, subject in the case of the Interim Company Financial Statements to normal year-end audit adjustments.
At the Effective Time of the Merger, the corporate existence of Interim Company shall cease.
Seller has delivered to Buyer: (a) an audited balance sheet of the Company as at December 31, 2000 (including the notes thereto, the "Company Balance Sheet"), and the related statement of income for the fiscal year then ended, and (b) an unaudited balance sheet of the Company as at November 30, 2001, (the "Interim Company Balance Sheet") and the related unaudited statement of income for the eleven (11) months then ended.