Common use of Accounts and Records; Inspections Clause in Contracts

Accounts and Records; Inspections. (a) The Company shall keep true records and books of account in which full, true and correct entries will be made of all dealings or transactions in relation to the business and affairs of the Company and its Subsidiaries in accordance with GAAP applied on a consistent basis. (b) The Company shall permit each Lender or any of such Lender’s officers, employees or representatives during regular business hours of the Company, upon reasonable notice and as often as such Lender may reasonably request, to visit and inspect the offices and properties of the Company and its Subsidiaries and to make extracts or copies of the books, accounts and records of the Company or its Subsidiaries, and to discuss the affairs, finances and accounts of the Company and its Subsidiaries, with the Company’s (or Subsidiary’s) directors and officers, its independent public accountants, consultants and attorneys. (c) Nothing contained in this Section 5.6 shall be construed to limit any rights that a Lender may have with respect to the books and records of the Company and its Subsidiaries, to inspect its properties or to discuss its affairs, finances and accounts. (d) The Company will retain an Approved Accounting Firm to audit the Company’s financial statements at the end of each fiscal year. In the event the services of an Approved Accounting Firm or any firm of independent public accountants hereafter employed by the Company are terminated, the Company will promptly thereafter request the firm of independent public accountants whose services are terminated to deliver to the Lenders a letter of such firm setting forth its understanding as to the reasons for the termination of their services and whether there were, during the two most recent fiscal years or such shorter period during which said firm had been retained by the Company any disagreements between them and the Company on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure. In its notice, the Company shall state whether the change of accountants was recommended or approved by the Board of Directors or any committee thereof. In the event of such termination, the Company will promptly thereafter engage another Approved Accounting Firm.

Appears in 4 contracts

Samples: Loan Agreement (Acura Pharmaceuticals, Inc), Loan Agreement (Acura Pharmaceuticals, Inc), Loan Agreement (Acura Pharmaceuticals, Inc)

AutoNDA by SimpleDocs

Accounts and Records; Inspections. (a) The Company shall keep true records and books of account in which full, true and correct entries will be made of all dealings or transactions in relation to the business and affairs of the Company and its Subsidiaries in accordance with US GAAP applied on a consistent basis. (b) The Company (subject to the terms and conditions contained in Section 19.13) shall permit each Lender holder of any Securities or any of such Lender’s holder's officers, employees or representatives during regular business hours of the Company, upon reasonable notice and as often as such Lender holder may reasonably request, to visit and inspect the offices and properties of the Company and its Subsidiaries and to make extracts or copies of the books, accounts and records of the Company or its Subsidiaries, and to discuss the affairs, finances and accounts of the Company and its Subsidiaries, with the Company’s 's (or Subsidiary’s's) directors and officers, its independent public accountants, consultants and attorneys. (c) Nothing contained in this Section 5.6 9.6 shall be construed to limit any rights that a Lender holder of any Securities may have with respect to the books and records of the Company and its Subsidiaries, to inspect its properties or to discuss its affairs, finances and accounts. (d) The Company will retain a firm of independent certified public accountants reasonably acceptable to the Purchasers (an "Approved Accounting Firm Firm") to audit the Company’s 's financial statements at the end of each fiscal year. In the event the services of an Approved Accounting Firm or any firm of independent public accountants hereafter employed by the Company are terminated, the Company will promptly thereafter request the firm of independent public accountants whose services are terminated to deliver to the Lenders Purchasers a letter of such firm setting forth its understanding as to the reasons for the termination of their services and whether there were, during the two most recent fiscal years or such shorter period during which said firm had been retained by the Company any disagreements between them and the Company on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure. In its notice, the Company shall state whether the change of accountants was recommended or approved by the Board of Directors or any committee thereof. In the event of such termination, the Company will promptly thereafter engage another Approved Accounting Firm.

Appears in 3 contracts

Samples: Debenture Purchase Agreement (Halsey Drug Co Inc/New), Debenture Purchase Agreement (Halsey Drug Co Inc/New), Convertible Debenture Agreement (Halsey Drug Co Inc/New)

Accounts and Records; Inspections. (a) The Company shall keep true records and books of account in which full, true and correct entries will be made of all dealings or transactions in relation to the business and affairs of the Company and its Subsidiaries in accordance with US GAAP applied on a consistent basis. (b) The Company (subject to the terms and conditions contained in Section 19.13) shall permit each Lender holder of any Securities or any of such Lender’s holder's officers, employees or representatives during regular business hours of the Company, upon reasonable notice and as often as such Lender holder may reasonably request, to visit and inspect the offices and properties of the Company and its Subsidiaries and to make extracts or copies of the books, accounts and records of the Company or its Subsidiaries, and to discuss the affairs, finances and accounts of the Company and its Subsidiaries, with the Company’s 's (or Subsidiary’s's) directors and officers, its independent public accountants, consultants and attorneys. (c) Nothing contained in this Section 5.6 9.6 shall be construed to limit any rights that a Lender holder of any Securities may have with respect to the books and records of the Company and its Subsidiaries, to inspect its properties or to discuss its affairs, finances and accounts. (d) The Company will retain a firm of independent certified public accountants reasonably acceptable to the Purchasers (an "Approved Accounting Firm Firm") to audit the Company’s 's financial statements at the end of each fiscal year. In the event the services of an Approved Accounting Firm or any firm of independent public accountants hereafter employed by the Company are terminated, the Company will promptly thereafter request the firm of independent public accountants whose services are terminated to deliver to the Lenders Purchasers a letter of such firm setting forth its understanding as to the reasons for the termination of their services and whether there were, during the two most recent fiscal years or such shorter period during which said firm had been retained by the Company any disagreements between them and the Company on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure. In its notice, the Company shall state whether the change of accountants was recommended or approved by the Board of Directors or any committee thereof. thereof In the event of such termination, the Company will promptly thereafter engage another Approved Accounting Firm.

Appears in 1 contract

Samples: Debenture Purchase Agreement (Galen Partners Iii L P)

AutoNDA by SimpleDocs

Accounts and Records; Inspections. (a) The Company shall keep true records and books of account in which full, true and correct entries will be made of all dealings or transactions in relation to the business and affairs of the Company and its Subsidiaries in accordance with GAAP applied on a consistent basis. (b) The Company (subject to the terms and conditions contained in Section 19.14) shall permit each Lender Holder of Debentures or any of such Lender’s Holder's officers, employees or representatives during regular business hours of the Company, upon reasonable notice and as often as such Lender Holder may reasonably request, to visit and inspect the offices and properties of the Company and its Subsidiaries and to make extracts or copies of the books, accounts and records of the Company or its Subsidiaries, and to discuss the affairs, finances and accounts of the Company and its Subsidiaries, with the Company’s 's (or Subsidiary’s's) directors and officers, its independent public accountants, consultants and attorneys. (c) Nothing contained in this Section 5.6 9.6 shall be construed to limit any rights that a Lender Holder of Debentures may have with respect to the books and records of the Company and its Subsidiaries, to inspect its properties or to discuss its affairs, finances and accounts. (d) The Company will retain an Approved Accounting Firm to audit the Company’s 's financial statements at the end of each fiscal year. In the event the services of an Approved Accounting Firm or any firm of independent public accountants hereafter employed by the Company are terminated, the Company will promptly thereafter request the firm of independent public accountants whose services are terminated to deliver to the Lenders Holders of the Debentures a letter of such firm setting forth its understanding as to the reasons for the termination of their services and whether there were, during the two most recent fiscal years or such shorter period during which said firm had been retained by the Company any disagreements between them and the Company on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure. In its notice, the Company shall state whether the change of accountants was recommended or approved by the Board of Directors or any committee thereof. In the event of such termination, the Company will promptly thereafter engage another Approved Accounting Firm.

Appears in 1 contract

Samples: Debenture and Share Purchase Agreement (Halsey Drug Co Inc/New)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!