1998 FISCAL YEAR-END ADJUSTMENT Sample Clauses

1998 FISCAL YEAR-END ADJUSTMENT. (a) As soon as practicable (and in no event later than 90 days after the end of the Surviving Corporation's Fiscal Year ended 1998), Parent shall prepare and deliver to the Stockholders' Representative a statement of the Surviving Corporation's Consolidated EBITDA for the Fiscal Year ended 1998 (the "EBITDA STATEMENT"), prepared in accordance with GAAP and the 1997 Balance Sheet Principles. (b) If within 30 days after the date of the Parent's delivery of the EBITDA Statement, the Stockholders' Representative determines in good faith that the EBITDA Statement and Consolidated EBITDA for the Fiscal Year ended 1998 has not been prepared and determined in accordance with this Agreement, the Stockholders' Representative will give written notice to Parent within such 30 day period (i) setting forth the Stockholders' Representative's proposed changes to the EBITDA Statement and (ii) specifying in detail the Stockholders' Representative's basis for disagreement with the preparation of the EBITDA Statement and the determination of Consolidated EBITDA for the Fiscal Year ended 1998. The failure by the Stockholders' Representative to so express disagreement and provide such specification within such 30 day period will constitute the acceptance of the preparation of the EBITDA Statement and the determination of Consolidated EBITDA for the Fiscal Year ended 1998. If Parent and the Stockholders' Representative are unable to resolve any disagreement between them with respect to the preparation of the EBITDA Statement and the determination of Consolidated EBITDA for the Fiscal Year ended 1998 within 30 days after the giving of notice by the Stockholders' Representative to Parent of such disagreement, the items in dispute will be referred for determination to the Accountants as promptly as practicable, but not later than five days after the expiration of such 30 day period. Parent and the Stockholders' Representative will use reasonable efforts to cause the Accountants to render their decision as soon as practicable thereafter (but in no event later than 30 days after the submission to the Accountants of the notice of disagreement referred to in the immediately preceding sentence), including without limitation by promptly complying with all reasonable requests by the Accountants for information, books, records and similar items. The Accountants will make a determination as to each of the items in dispute (but only those items in dispute), which determination will be (A) in...
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Related to 1998 FISCAL YEAR-END ADJUSTMENT

  • Year-End Adjustment If necessary, on or before the last day of the first month of each fiscal year, an adjustment payment shall be made by the appropriate party in order that the amount of the investment advisory fees waived or reduced and other payments remitted by the Adviser to the Fund or Funds with respect to the previous fiscal year shall equal the Excess Amount.

  • Payment and Year-End Adjustment Amounts accrued pursuant to this Agreement shall be payable to the Adviser as of the last day of each month. If necessary, on or before the last day of the first month of each fiscal year, an adjustment payment shall be made by the appropriate party in order that the actual Fund Operating Expenses of a Fund for the prior fiscal year (including any reimbursement payments hereunder with respect to such fiscal year) do not exceed the Maximum Annual Operating Expense Limit.

  • Fiscal Year End Change, or permit any Subsidiary of any Borrower to change, its fiscal year end.

  • End of Fiscal Years; Fiscal Quarters The Borrower will cause (i) its and each of its Domestic Subsidiaries’ fiscal years to end on December 31 of each calendar year and (ii) its and each of its Domestic Subsidiaries’ fiscal quarters to end on March 31, June 30, September 30 and December 31 of each calendar year.

  • Financial Statements; Fiscal Year The Current Financials were prepared in accordance with GAAP and present fairly, in all material respects, the consolidated financial condition, results of operations, and cash flows of the Companies as of, and for the portion of the fiscal year ending on the date or dates thereof (subject only to normal audit adjustments). All material liabilities of the Companies as of the date or dates of the Current Financials are reflected therein or in the notes thereto. Except for transactions directly related to, or specifically contemplated by, the Loan Documents or disclosed in the Current Financials, no subsequent material adverse changes have occurred in the consolidated financial condition of the Companies from that shown in the Current Financials. The fiscal year of each Company ends on December 31.

  • Fiscal Year; Taxable Year The fiscal year and the taxable year of the Company is the calendar year.

  • Change in Fiscal Year Such Obligor will not, and will not permit any of its Subsidiaries to, change the last day of its fiscal year from that in effect on the date hereof, except to change the fiscal year of a Subsidiary acquired in connection with an Acquisition to conform its fiscal year to that of Borrower.

  • Changes in Fiscal Year Make any change in its fiscal year; provided, however, that the Borrower may, upon written notice to the Administrative Agent, change its fiscal year to any other fiscal year reasonably acceptable to the Administrative Agent, in which case, the Borrower and the Administrative Agent will, and are hereby authorized by Lenders to, make any adjustments to this Agreement that are necessary to reflect such change in fiscal year.

  • Annual Accounting Period The annual accounting period of the Company shall be its taxable year. The Company’s taxable year shall be selected by the Member, subject to the requirements and limitations of the Code.

  • End of Fiscal Years The Parent and the Borrower will maintain their fiscal year ends as in effect on the Effective Date.

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