Common use of Additional Financial Statements Clause in Contracts

Additional Financial Statements. (a) Prior to Closing, if requested by Buyer, Seller shall provide Buyer with daily summaries of net revenues and cost of goods sold, in such form as Buyer may reasonably request. Within ten (10) Business Days after Closing, Seller shall furnish Buyer with a statement of net assets being sold and statement of income for the nine (9) month period ended September 30, 1996 on a basis consistent with those financial statements delivered pursuant to Section 3.6(a). If requested by Buyer, as soon as available and in any event within twenty (20) Business Days after the end of each monthly accounting period of Seller after September 30, 1996, Seller shall furnish Buyer unaudited financial statements for such period in such detail as such financial statements have been prepared consistent with past practice. (b) If requested by Buyer in order to comply with its reporting requirements under the 1934 Act, as promptly as practicable (and in any event by no later than twenty (20) days after such request (or such later date as the Buyer and Seller shall agree upon) in the case of calendar years 1995, 1994 and 1993, Seller and the Stockholder shall cause the Seller's Accountants to conduct and complete an audit of the financial statements of the Seller and to issue certified financial statements with respect thereto for the year ended December 31, 1995, 1994 and 1993 (the "Subsequent Audited Financial Statements"). An accounting firm selected by Buyer shall have the right to review the work of the Seller's Accountants and to comment thereon. The Subsequent Audited Financial Statements shall be prepared in accordance with (i) GAAP and present fairly the financial position and results of operations of Seller as at and for the periods then ended; and (ii) Regulation S-X under the 1933 Act. The Subsequent Audited Financial Statements shall not vary in any material respect from the applicable unaudited Financial Statements delivered to Buyer pursuant to Section 3.6(a) hereof.

Additional Financial Statements. (a) Prior to Closing, if requested by Buyer, Seller shall provide Buyer with daily summaries of net revenues and cost of goods soldrevenues, in such form as Buyer may reasonably request. Within ten (10) Business Days after Closing, Seller shall furnish Buyer with a statement of net assets being sold and statement of income for the nine (9) month period ended September 30, 1996 on a basis consistent with those financial statements delivered pursuant to Section 3.6(a). If requested by Buyer, as soon as available and in any event within twenty (20) Business Days after the end of each monthly accounting period of Seller after September 30, 1996, Seller shall furnish Buyer unaudited financial statements for such period in such detail as such financial statements have been prepared consistent with past practice. (b) If requested by Buyer in order to comply with its reporting requirements under the 1934 Act, as promptly as practicable (and in any event by no later than twenty sixty (2060) days after such request (or such later date as the Buyer and Seller shall agree upon) in the case of calendar fiscal years 1997, 1996 and 1995, 1994 and 1993, Seller and the Stockholder shall cause the SellerBuyer's Accountants to conduct and complete an audit of the financial statements of the Seller and to issue certified financial statements with respect thereto for the year fiscal years ended December 31November 30, 19951997, 1994 1996 and 1993 1995 (the "Subsequent Audited Financial StatementsSUBSEQUENT AUDITED FINANCIAL STATEMENTS"); provided, however, that the fees charged by Buyer's Accountants for the provision of the above listed services shall be no greater than the fees which Seller's Accountants would have charged to provide the same services. The cost of such audits shall be born 50% by Stockholder and 50% by Buyer. In the event that the fees charged by Buyer's Accountants are greater than the fees which Seller's Accountants would have charged to provide the same services, such additional cost shall be born 100% by Buyer. An accounting firm selected by Buyer Seller shall have the right to review the work of the SellerBuyer's Accountants and to comment thereon. The Subsequent Audited Financial Statements shall be prepared in accordance with (i) GAAP and present fairly the financial position and results of operations of Seller as at and for the periods then ended; and (ii) Regulation S-X under the 1933 Act. The Subsequent Audited Financial Statements shall not vary in any material respect from the applicable unaudited Financial Statements delivered to Buyer pursuant to Section 3.6(a) hereof, except for the inclusion of applicable required notes.

Additional Financial Statements. (a) Prior to Closing, if requested by Buyer, Seller shall provide Buyer with daily summaries of net revenues and cost of goods sold, in such form as Buyer may reasonably request. Within ten (10) Business Days after Closing, Seller shall furnish Buyer with a statement of net assets being sold and statement of income for the nine (9) month period ended September 30, 1996 on a basis consistent with those financial statements delivered pursuant to Section 3.6(a). If requested by Buyer, as soon as available and in any event within twenty (20) Business Days after the end of each monthly accounting period of Seller after September 30, 1996, Seller shall furnish Buyer unaudited financial statements for such period in such detail as such financial statements have been prepared consistent with past practice. (b) If requested by Buyer in order to comply with its reporting requirements under the 1934 Act, as promptly as practicable (and in any event by no later than twenty (20) days after such request (or such later date as the Buyer and Seller shall agree upon) in the case of calendar years 1995, 1994 and 1993, Seller and the Stockholder shall cause the Seller's Accountants to conduct and complete an audit of the financial 42 statements of the Seller and to issue certified financial statements with respect thereto for the year ended December 31, 1995, 1994 and 1993 (the "Subsequent Audited Financial Statements"). An accounting firm selected by Buyer shall have the right to review the work of the Seller's Accountants and to comment thereon. The Subsequent Audited Financial Statements shall be prepared in accordance with (i) GAAP and present fairly the financial position and results of operations of Seller as at and for the periods then ended; and (ii) Regulation S-X under the 1933 Act. The Subsequent Audited Financial Statements shall not vary in any material respect from the applicable unaudited Financial Statements delivered to Buyer pursuant to Section 3.6(a) hereof.