Accountants’ Letter. At the time this Agreement is executed and at the Closing Date, the Dealer Manager shall have received a letter from Arthur Andersen LLP, independent public accountants for the Xxxx, dxxxx xx of the date of this Agreement and as of the Closing Date, addressed to the Dealer Manager and in form and substance satisfactory to the Dealer Manager, to the effect that: (i) they are, and during the periods covered by their reports included in the Registration Statement and Prospectus they were, independent certified public accountants with respect to the Fund within the meaning of the Act; (ii) in their opinion, the statement of assets and liabilities examined by them and included in the Registration Statement comply as to form in all material respects with the applicable accounting requirements of the Act and the Company Act; (iii) on the basis of procedures (but not an examination made in accordance with generally accepted auditing standards) consisting of a reading of the latest available statement of assets and liabilities of the Fund (with an indication of the date of the latest available statement of assets and liabilities), a reading of the minutes of meetings and consents of the shareholders and board of directors of the Fund and the committees thereof subsequent to _____, inquiries of officers and other employees of the Fund who have responsibility for financial and accounting matters of the Fund and its subsidiaries with respect to transactions and events subsequent to _____, and other specified procedures and inquiries to a date not more than five days prior to the date of such letter, nothing has come to their attention that would cause them to believe that: (A) the statement of assets and liabilities of the Fund does not comply as to form in all material respects with the applicable accounting requirements of the Act and the Company Act or that such statement of assets and liabilities is not fairly presented in conformity with generally accepted accounting principles (except to the extent certain footnote disclosures have been omitted in accordance with applicable rules of the Commission); and (B) with respect to the period subsequent to _____ there were, as of the date of the most recent available statement of assets and liabilities of the Fund and as of a specified date not more than five days prior to the date of such letter, any changes in the capital stock or long-term indebtedness of the Fund or decrease in the net assets or stockholders' equity ...
Accountants’ Letter. On or prior to the Time of Sale and on or prior to the Closing Date, a nationally recognized accounting firm, who are independent accountants reasonably acceptable to the Representatives, will have furnished to the Representatives a letter substantially in the form and substance of the draft to which the Representatives previously agreed, concerning information in the Preliminary Prospectus and the final Prospectus, respectively; provided, that each Representative will have executed an acknowledgment with respect to such accountant’s letter.
Accountants’ Letter. A letter from the Credit Parties to their independent auditors authorizing the independent certified public accountants of the Credit Parties to communicate with Agent and Lenders in accordance with Section 4.2.
Accountants’ Letter. Pursuant to Sections 4(j) and 6(d), as the case may be, of the Medium-Term Notes, Series D Amended and Restated Distribution Agreement, dated October 10, 2008, between the Company and Xxxxxxx, Xxxxx & Co. (the “MTND Distribution Agreement”), the Company’s independent certified public accountants shall furnish letters to the effect that:
Accountants’ Letter. The Company shall have furnished to the Agents on the Closing Date a letter of PricewaterhouseCoopers LLP addressed jointly to the Company and the Agents and dated the Closing Date, of the type described in the American Institute of Certified Public Accountants' Statement on Auditing Standards No. 49, in form and substance reasonably satisfactory to the Agents confirming that they are independent accountants within the meaning of the Act and the applicable published Rules and Regulations thereunder and stating in effect that:
(i) In their opinion, the financial statements and schedules examined by them and included in the Prospectus contained in the Registration Statement comply in form in all material respects with the applicable accounting requirements of the Act and the related published Rules and Regulations;
(ii) They have made a review of any unaudited financial statements included in the Prospectus in accordance with standards established by the American Institute of Certified Public Accountants, as indicated in their report or reports attached to such letter;
(iii) On the basis of the review referred to in (ii) above and a reading of the latest available interim financial statements of the Company, inquired of officials of the Company who have responsibility for financial and accounting matters and other specified procedures, nothing came to their attention that caused them to believe that:
(A) the unaudited consolidated financial statements, if any, incorporated by reference in the Registration Statement, Prospectus and Prospectus Supplement, do not comply as to form in all material respects with the applicable accounting requirements of the Exchange Act and the related rules and regulations adopted by the Commission;
(B) any material modifications should be made to the unaudited consolidated financial statements, if any, incorporated by reference in the Registration Statement, Prospectus, and Prospectus Supplement, for them to be in conformity with generally accepted accounting principles;
(C) the unaudited capsule information, if any, included in the Prospectus does not agree with the amounts set forth in the unaudited consolidated financial statements from which it was derived or was not determined on a basis substantially consistent with that of the audited financial statements included in the Prospectus;
(D) at the date of the latest available balance sheet read by such accountants, or at a subsequent specified date not more than five days pr...
Accountants’ Letter. On or prior to the Time of Sale and on or prior to the Closing Date, PricewaterhouseCoopers LLP (or other independent accountants reasonably acceptable to the Representatives) will have furnished to the Representatives a letter substantially in the form and substance of the draft to which the Representatives previously agreed, concerning information in the Preliminary Prospectus and the final Prospectus, respectively.
Accountants’ Letter. On the date of this ATM Equity OfferingSM Sales Agreement, the Agent shall have received a letter from Ernst & Young LLP, dated such date, in form and substance satisfactory to the Agent, containing statements and information of the type ordinarily included in accountants’ “comfort letters” to underwriters with respect to the financial statements and other financial information included in the Registration Statement, the General Disclosure Package and the Prospectus or any amendment or supplement thereto.
Accountants’ Letter. On the date of this Agreement, the Agents shall have received a letter from PricewaterhouseCoopers LLP, dated such date, in form and substance satisfactory to the Agents, containing statements and information of the type ordinarily included in accountants’ “comfort letters” to underwriters with respect to the financial statements and other financial information included in the Registration Statement, the General Disclosure Package and the Prospectus or any amendment or supplement thereto.
Accountants’ Letter. If the Investor proposes to engage in an underwritten offering, the Company shall deliver to the Investor, at the Company’s expense, a letter dated as of the effective date of each Registration Statement or Post-Effective Amendment thereto, from the independent public accountants retained by the Company, addressed to the underwriters and to the Investor, in form and substance as is customarily given in an underwritten public offering, provided that such seller has made such representations and furnished such undertakings as the independent public accountants may reasonably require;
Accountants’ Letter. Arthxx Xxxexxxx XXX shall have furnished to you, as Representatives of the Underwriters, at or prior to the Closing Date, a letter, addressed to the Underwriters and dated the Closing Date, confirming that they are independent public accountants with respect to the Company within the meaning of the Securities Act and are in compliance with the applicable requirements relating to the qualification of accountants under Rule 2-01 of Regulation S-X of the Commission; and stating, as of the date of such letter (or, with respect to matters involving changes or developments since the respective dates as of which specified financial information is given in the Prospectus, as of a date not more than five days prior to the date of such letter), the conclusions and findings of such firm with respect to the financial information and other matters covered by its letter delivered to you, as Representatives of the Underwriters, concurrently with the execution of this Agreement and confirming in all material respects the conclusions and findings set forth in such prior letter or, if no such letter shall have been delivered to you, the conclusions and findings of such firm, in form and substance satisfactory to you, as Representatives of the Underwriters, with respect to such financial information and other matters as you, as Representatives of the Underwriters, shall reasonably request.
