Common use of Audited Annual Financial Information Clause in Contracts

Audited Annual Financial Information. As soon as is practicable, OWW shall deliver to Travelport (i) within 60 days after the end of each fiscal year of OWW, drafts of (x) the consolidated financial statements of OWW (and notes thereto) for such year, setting forth in each case in comparative form the consolidated figures (and notes thereto) for the previous fiscal year and all in reasonable detail and prepared in accordance with Regulation S-X and (y) a discussion and analysis by management of OWW’s consolidated financial condition and results of operations for such year, including, without limitation, an explanation of any material adverse change, all in reasonable detail and prepared in accordance with Item 303(a) of Regulation S-K and (ii) within 45 days after the end of each fiscal year of OWW, a draft of a discussion and analysis of OWW’s consolidated financial condition and results of operations for such year, including, without limitation, an explanation of any material adverse change, all in reasonable detail and prepared in accordance with Item 303(a) of Regulation S-K, for the inclusion in the annual report to stockholders or equity owners of any member of the Travelport Affiliated Group. The information set forth in (i) and (ii) above is herein referred to as the “Annual Financial Statements.” OWW shall deliver to Travelport all revisions to such drafts as soon as any such revisions are prepared or made. OWW shall deliver to Travelport, no later than 90 days after the end of each fiscal year of OWW (or on such earlier date on which the same are filed with the SEC), in final form, the Annual Financial Statements accompanied by an opinion thereon by OWW’s independent certified public accountants.

Appears in 4 contracts

Samples: Separation Agreement, Separation Agreement (Orbitz Worldwide, Inc.), Separation Agreement (Travelport LTD)

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Audited Annual Financial Information. As soon as is practicable, OWW TPC shall deliver to Travelport Citigroup (i) within 60 days after the end of each fiscal year of OWWTPC, drafts of (x) the consolidated financial statements of OWW TPC (and notes thereto) for such year, setting forth in each case in comparative form the consolidated figures (and notes thereto) for the previous fiscal year and all in reasonable detail and prepared in accordance with Regulation S-X and (y) a discussion and analysis by management of OWW’s TPC's consolidated financial condition and results of operations for such year, including, without limitation, an explanation of any material adverse change, all in reasonable detail and prepared in accordance with Item 303(a) of Regulation S-K and (ii) within 45 days after the end of each fiscal year of OWWTPC, a draft of a discussion and analysis of OWW’s TPC's consolidated financial condition and results of operations for such year, including, without limitation, an explanation of any material adverse change, all in reasonable detail and prepared in accordance with Item 303(a) of Regulation S-K, for the inclusion in the annual report to stockholders or equity owners of any member of the Travelport Citigroup Affiliated Group. The information set forth in (i) and (ii) above is herein referred to as the "Annual Financial Statements.” OWW " TPC shall deliver to Travelport Citigroup all revisions to such drafts as soon as any such revisions are prepared or made. OWW TPC shall deliver to TravelportCitigroup, no later than 90 days after the end of each fiscal year of OWW TPC (or on such earlier date on which the same are filed with the SEC), in final form, the Annual Financial Statements accompanied by an opinion thereon by OWW’s TPC's independent certified public accountants.

Appears in 2 contracts

Samples: Intercompany Agreement (Travelers Property Casualty Corp), Intercompany Agreement (Travelers Property Casualty Corp)

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Audited Annual Financial Information. As soon as is practicable, OWW ------------------------------------ AFG shall deliver to Travelport PLMI (i) within 60 40 days after the end of each fiscal year of OWWAFG, drafts of (x) the consolidated financial statements of OWW AFG (and notes thereto) for such year, setting forth in each case in comparative form the consolidated figures (and notes thereto) for the previous fiscal year and all in reasonable detail and prepared in accordance with Regulation S-X and (y) a discussion and analysis by management of OWW’s AFG's consolidated financial condition and results of operations for such year, including, without limitation, including but not limited to an explanation of any material adverse change, all in reasonable detail and prepared in accordance with Item 303(a) of Regulation S-K and (ii) within 45 35 days after the end of each fiscal year of OWWAFG, a draft of a discussion and analysis of OWW’s AFG's consolidated financial condition and results of operations for such year, including, without limitation, including but not limited to an explanation of any material adverse change, all in reasonable detail and prepared in accordance with Item 303(a) of Regulation S-K, for the inclusion in the annual report to stockholders or equity owners of any member of the Travelport PLMI Affiliated Group. The information set forth in (i) and (ii) above is herein referred to as the "AFG Annual Financial Statements.” OWW " AFG shall deliver to Travelport PLMI ------------------------------- all revisions to such drafts as soon as any such revisions are prepared or made. OWW AFG shall deliver to TravelportPLMI, no later than 90 80 days after the end of each fiscal year of OWW (or on such earlier date on which the same are filed with the SEC), in final formAFG, the final form of the AFG Annual Financial Statements accompanied by an opinion thereon by OWW’s AFG's independent certified public accountants. Notwithstanding the foregoing, the provisions of this paragraph (f) shall be inapplicable at any time when PLMI is providing AFG hereunder the services specified in Item (10) of Exhibit A hereto.

Appears in 1 contract

Samples: Intercompany Relationship Agreement (American Finance Group Inc /De/)

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