Common use of Unaudited Financial Statements Clause in Contracts

Unaudited Financial Statements. As soon as reasonably practicable after the Closing Date and in any event not later than 20 days thereafter, Seller shall prepare and deliver to Buyer, at Buyer’s sole cost and expense, (i) the unaudited balance sheet of Seller as of June 30, 2014, (ii) statements of income, changes in shareholders’ equity and cash flow for the period from January 1, 2014 to June 30, 2014 and (iii) monthly statements of income for each month from January 2014 to June 2014 inclusive (the “Post-Closing Unaudited Financial Statements”). The Post-Closing Unaudited Financial Statements shall be prepared in accordance with GAAP, applied on a basis consistent with the unaudited balance sheet of Seller as of May 31, 2014, and the statements of income, changes in shareholders’ equity and cash flow for the period ended May 31, 2014, and shall present fairly the financial condition, results of operations and cash flows of Seller as of the dates thereof and for the periods indicated therein; provided, however, that the Pre-Closing Unaudited Financial Statements may be subject to normal, recurring year-end adjustments and may lack notes. Additionally, Seller shall provide, at Buyer’s sole cost and expense, such other assistance as Buyer may reasonably require in connection with: (i) any future financing activities of Buyer or any of its Affiliates; or (ii) any proposed sale or public offering of American Tire Distributors, Inc. and/or its Affiliates, including the Buyer.

Appears in 5 contracts

Samples: Asset Purchase Agreement (American Tire Distributors Holdings, Inc.), Asset Purchase Agreement (American Tire Distributors Holdings, Inc.), Asset Purchase Agreement (American Tire Distributors Holdings, Inc.)

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