Common use of Annual Audit Clause in Contracts

Annual Audit. As soon as available, but not later than 90 days ------------ after the end of each fiscal year of the Corporation, audited consolidated financial statements of the Corporation, which shall include a consolidated statement of cash flows and consolidated statement of operations for such fiscal year and a consolidated balance sheet as at the last day thereof; each prepared in accordance with generally accepted accounting principles, consistently applied, and accompanied by the report of and any final management letter issued by a firm of independent certified public accountants of recognized standing selected by the Board of Directors of the Corporation. The Corporation shall maintain a system of accounting sufficient to enable its independent certified public accountants to render the report referred to in this Section 7.2(b).

Appears in 3 contracts

Samples: Stock Purchase Agreement (Tellium Inc), Stock Purchase Agreement (Tellium Inc), Stock Purchase Agreement (Tellium Inc)

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Annual Audit. As soon as available, but not later than 90 ------------ days ------------ after the end of each fiscal year of the CorporationCompany, audited consolidated financial statements of the CorporationCompany, which shall include a consolidated statement statements of income, cash flows and consolidated statement of operations changes in shareholders' equity for such fiscal year and a consolidated balance sheet as at of the last day thereof; , each prepared in accordance with generally accepted accounting principles, consistently applied, and accompanied by the report of and any final management letter issued by a "Big 5" firm of independent certified public accountants of recognized standing selected by the Company's Board of Directors of (the Corporation"Accountants"). The Corporation Company and its Subsidiaries shall maintain a system ----------- of accounting sufficient to enable its independent certified public accountants Accountants to render the report referred to in this Section 7.2(b12(a)(iii).

Appears in 3 contracts

Samples: Rare Medium Group Inc, Apollo Investment Fund Iv Lp, Rare Medium Group Inc

Annual Audit. As soon as available, but not later than 90 days ------------ after the end of each fiscal year of the CorporationCompany, audited consolidated financial statements of the CorporationCompany, which shall include a consolidated statement statements of income, cash flows and consolidated statement of operations changes in stockholders’ equity for such fiscal year and a consolidated balance sheet as at of the last day thereof; , each prepared in accordance with generally accepted accounting principles, consistently applied, and accompanied by the report of and any final management letter issued by a the firm of independent certified public accountants of recognized standing selected by the Board of Directors of (the Corporation“Accountants”). The Corporation Company and its Subsidiaries shall maintain a system of accounting sufficient to enable its independent certified public accountants Accountants to render the report referred to in this Section 7.2(b)10.

Appears in 2 contracts

Samples: Stockholders’ Agreement (Rexnord Corp), Stockholders’ Agreement (Rexnord Corp)

Annual Audit. As soon as available, but not later than 90 ninety (90) days ------------ after the end of each fiscal year of the CorporationCompany, audited consolidated financial statements of the CorporationCompany, which shall include a consolidated statement statements of income, cash flows and consolidated statement of operations changes in stockholders' equity for such fiscal year and a consolidated balance sheet as at of the last day thereof; , each prepared in accordance with generally accepted accounting principles, consistently appliedGAAP, and accompanied by the report of and any final management letter issued by a "Big 5" firm of independent certified public accountants of recognized standing selected by the Company's Board of Directors of (the Corporation"Accountants"). The Corporation Company and its Subsidiaries shall maintain a system of accounting sufficient to enable its independent certified public accountants Accountants to render the report referred to in this Section 7.2(b12.2(b).

Appears in 2 contracts

Samples: Stockholders Agreement (Specialty Acquisition Corp), Stockholders Agreement (Specialty Catalog Corp)

Annual Audit. As soon as available, but not later than 90 100 ------------ days ------------ after the end of each fiscal year of the CorporationCompany, audited consolidated financial statements of the CorporationCompany, which shall include a consolidated statement statements of income, cash flows and consolidated statement of operations changes in shareholders' equity for such fiscal year and a consolidated balance sheet as at of the last day thereof; , each prepared in accordance with generally accepted accounting principles, consistently applied, and accompanied by the report of and any final management letter issued by a "Big 5" firm of independent certified public accountants of recognized standing selected by the Board of Directors of (the Corporation"Accountants"). The Corporation Company and its Subsidiaries ----------- shall maintain a system of accounting sufficient to enable its independent certified public accountants Accountants to render the report referred to in this Section 7.2(b).4; and

Appears in 2 contracts

Samples: 'S Rights Agreement (Building One Services Corp), 'S Rights Agreement (Apollo Investment Fund Iv Lp)

Annual Audit. As soon as available, but not later than 90 ------------ days ------------ after the end of each fiscal year of the CorporationCompany, audited consolidated financial statements of the CorporationCompany, which shall include a consolidated statement statements of income, cash flows and consolidated statement of operations changes in shareholders' equity for such fiscal year and a consolidated balance sheet as at of the last day thereof; , each prepared in accordance with generally accepted accounting principles, consistently applied, and accompanied by the report of and any final management letter issued by a "Big 5" firm of independent certified public accountants of recognized standing selected by the Company's Board of Directors of (the Corporation"Accountants"). The Corporation Company and its Subsidiaries shall maintain a system ----------- of accounting sufficient to enable its independent certified public accountants Accountants to render the report referred to in this Section 7.2(b11(b)(iii).

Appears in 2 contracts

Samples: Rare Medium Group Inc, Apollo Investment Fund Iv Lp

Annual Audit. As soon as available, but not later than 90 ------------ days ------------ after the end of each fiscal year of the CorporationCompany, audited consolidated financial statements of the CorporationCompany, which shall include a consolidated statement statements of income, cash flows and consolidated statement of operations changes in shareholders' equity for such fiscal year and a consolidated balance sheet as at of the last day thereof; , each prepared in accordance with generally accepted accounting principles, consistently applied, and accompanied by the report of and any final management letter issued by a "Big 5" firm of independent certified public accountants of recognized standing selected by the Company's Board of Directors of (the Corporation"Accountants"). The Corporation Company and its Subsidiaries shall maintain a system ----------- of accounting sufficient to enable its independent certified public accountants Accountants to render the report referred to in this Section 7.2(b11(a)(iii).

Appears in 2 contracts

Samples: Apollo Investment Fund Iv Lp, Rare Medium Group Inc

Annual Audit. As soon as available, but not later than 90 days ------------ after the end of each fiscal year of the CorporationCompany, audited consolidated financial statements of the CorporationCompany, which shall include a consolidated statement statements of income, cash flows and consolidated statement of operations changes in stockholders' equity for such fiscal year and a consolidated balance sheet as at of the last day thereof; , each prepared in accordance with generally accepted accounting principles, consistently applied, and accompanied by the report of and any final management letter issued by a "Big 5" firm of independent certified public accountants of recognized standing selected by the Company's Board of Directors of (the Corporation"Accountants"). The Corporation Company and its Subsidiaries shall maintain a system of accounting sufficient to enable its independent certified public accountants Accountants to render the report referred to in this Section 7.2(b7.3(b)(ii).

Appears in 1 contract

Samples: Securities Purchase Agreement (Rare Medium Group Inc)

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Annual Audit. As soon as available, but not later than 90 days ------------ after the end of each fiscal year of the Corporation, audited consolidated financial statements of the Corporation, which shall include a consolidated statement of cash flows and consolidated a statement of operations for such fiscal year and a consolidated balance sheet as at of the last day thereof; , each prepared in accordance with generally accepted accounting principles, consistently applied, and accompanied by the report of and any final management letter issued by a "Big 5" firm of independent certified public accountants of recognized standing selected by the Board of Directors of the CorporationCorporation (the "Accountants"). The Corporation and its Subsidiaries shall maintain a system of accounting sufficient to enable its independent certified public accountants Accountants to render the report referred to in this Section 7.2(b5.2(b).

Appears in 1 contract

Samples: Stockholders Agreement (Lpa Services Inc)

Annual Audit. As soon as available, but not later than 90 days ------------ after the end of each fiscal year of the Corporation, the Corporation shall furnish to each Holder audited consolidated financial statements of the Corporation, which shall include a consolidated statement statements of income, cash flows and consolidated statement of operations changes in stockholders' equity for such fiscal year and a consolidated balance sheet as at of the last day thereof; , each prepared in accordance with generally accepted accounting principles, principals consistently applied, and accompanied by the report of and any final management letter issued by a an independent accounting firm of independent certified public accountants of recognized national standing selected by the Board of Directors of (the Corporation"Accountants"). The Corporation and its subsidiaries shall maintain a system of accounting sufficient to enable its independent certified public accountants the Accountants to render the report referred to in this Section 7.2(b18(b).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Gleason Reporting Group)

Annual Audit. As soon as available, but not later than 90 days ------------ after the end of each fiscal year of the CorporationCompany, audited consolidated financial statements of the CorporationCompany, which shall include a consolidated statement statements of income, cash flows and consolidated statement of operations changes in stockholders' equity for such fiscal year and a consolidated balance sheet as at of the last day thereof; , each prepared in accordance with generally accepted accounting principles, consistently applied, and accompanied by the report of and any final management letter issued by a "Big 5" firm of independent certified public accountants of recognized standing selected by the Company's Board of Directors of (the Corporation"Accountants"). The Corporation Company and its Subsidiaries shall maintain a system of accounting sufficient to enable its independent certified public accountants Accountants to render the report referred to in this Section 7.2(b6.3(b)(iii).

Appears in 1 contract

Samples: Securities Purchase Agreement (Horizon Personal Communications Inc)

Annual Audit. As soon as available, but not later than 90 days ------------ after the end of each fiscal year of the Corporation, audited consolidated financial statements of the Corporation, which shall include a consolidated statement of cash flows and consolidated statement of operations for such fiscal year and a consolidated balance sheet as at the last day thereof; , each prepared in accordance with generally accepted accounting principles, consistently applied, and accompanied by the report of and any final management letter issued by a firm of independent certified public accountants of recognized standing selected by the Board of Directors of the CorporationCorporation (the "Accountants"). The Corporation shall maintain a system of accounting sufficient to enable its independent certified public accountants to render the report referred to in this Section 7.2(b6.2(c).

Appears in 1 contract

Samples: Stock Purchase Agreement (Mobius Management Systems Inc)

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