Delivered Financial Statements definition

Delivered Financial Statements has the meaning given in Section 5.3(a).

Delivered Financial Statements has the meaning set forth in Section 14 of Schedule 5.

Delivered Financial Statements means a collective reference to the unaudited consolidated and consolidating balance sheet of the LP Guarantor as of November 30, 2002 and the related consolidated and consolidating statements of income or operations, shareholders' equity and cash flows of the LP Guarantor (in each case, to the extent in existence as of the Closing Date) for the period commencing on September 10, 2002 and ending as of November 30, 2002, including any notes with respect thereto.

Examples of Delivered Financial Statements in a sentence

• It has Delivered Financial Statements which have been prepared in accordance with GAAP, fairly present its consolidated financial position, and contain adequate reserves for losses.

• The Delivered Financial Statements may not contain all footnotes required by generally accepted accounting principles.

• Each Group Company has good and valid title to all of its respective assets, whether tangible or intangible (including those reflected in the Delivered Financial Statements, together with all assets acquired thereby since the Statement Date (as defined below), but excluding those that have been disposed of since the Statement Date).

• Such Delivered Financial Statements fairly present in all material respects the financial condition and operating results of the Group Companies as of the dates, and for the periods, indicated therein, subject in the case of the unaudited consolidated Financial Statements to normal year-end audit adjustments.

• No Group Company has any liabilities of any nature, whether accrued, absolute, contingent or otherwise, and whether due or to become due, except for (i) liabilities set forth in the Delivered Financial Statements of the Company, (ii) trade or business liabilities incurred in the ordinary course of business, and (iii) other liabilities that do not exceed US$100,000 in the aggregate.

• There are no outstanding claims, liabilities or indebtedness, contingent or otherwise against Seller or any of its Affiliates, except as set forth in Schedule 5.9 or reserved against or reflected in the Delivered Financial Statements, other than liabilities incurred subsequent to the Balance Sheet Date in the ordinary course of business and consistent with past practice and which in the aggregate do not have a Material Adverse Effect.

• Except as set forth on Schedule 4(q), the Delivered Financial Statements were prepared in conformity with generally accepted accounting principles (“GAAP”) applied on a consistent basis (except as may be indicated in the notes thereto) and present fairly, in all material respects, the financial position and the results of operations of the Company and the Subsidiaries, as applicable, as of the dates, and for the periods, referred to therein.

• The Previously Delivered Financial Statements fairly present in all material respects the consolidated assets, liabilities, business, financial condition, results of operations and cash flows of the Business as of the dates thereof and for the periods referred to therein, and are consistent with the books and records of the Business.

• Seller also shall cooperate with Buyer, and provide any additional information reasonably requested by Buyer, in connection with Buyer’s analysis of the appropriate Delivered Financial Statements to include in any reports or other filings with the Securities and Exchange Commission in connection with the transactions contemplated hereby, including the Financing.

• Seller shall have delivered to Purchaser the Delivered Financial Statements.

More Definitions of Delivered Financial Statements

Delivered Financial Statements shall have the meaning set forth in Section 5.4.

Delivered Financial Statements means all financial statements for any period delivered to the Administrative Agent or any Lender pursuant to the Credit Agreement prior to the earlier of (i) September 30, 2006 or (ii) the first date after the date of the Fourth Amendment on which the Borrower has filed all Annual Reports on Form 10-K and Quarterly Reports on Form IO-Q that are required to be filed with the Securities and Exchange Commission pursuant to and in accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended from time to time; provided, however, that the Delivered Financial Statements shall not include any financial statements of the Borrower that the Borrower has filed on an Annual Report on Form 10-K or a quarterly report on Form 10-Q after the date hereof.

Delivered Financial Statements is defined in Section 5.17.