Auditor Comfort Letter Sample Clauses

Auditor Comfort Letter. At the Execution Time, the Representative shall have received from Xxxxxx LLP a letter, dated such date, in form and substance satisfactory to the Representative, together with signed or reproduced copies of such letter for each of the other Underwriters containing statements and information of the type ordinarily included in accountants’ “comfort letters” to underwriters with respect to the financial statements and certain financial information contained in the Registration Statement, the General Disclosure Package and the Prospectus.

Auditor Comfort Letter. On or prior to the date the first Placement Notice is given hereunder and on each Representation Date thereafter, the Company shall cause its independent accountants to furnish Univest letters (the “Comfort Letters”), dated the date the Comfort Letter is delivered, which shall meet the requirements set forth in this Section 7(n). The Comfort Letter from the Company’s independent accountants shall be in a form and substance reasonably satisfactory to Univest, (i) confirming that they are an independent registered public accounting firm within the meaning of the Securities Act and the rules of the Public Company Accounting Oversight Board, (ii) stating, as of such date, the conclusions and findings of such firm with respect to the financial information and other matters ordinarily covered by accountants’ “comfort letters” to Univest in connection with registered public offerings (the first such letter, the “Initial Comfort Letter”) and (iii) updating the Initial Comfort Letter with any information that would have been included in the Initial Comfort Letter had it been given on such date and modified as necessary to relate to the Registration Statement and the Prospectus, as amended and supplemented to the date of such letter.

Auditor Comfort Letter. The Corporation causing its auditors to deliver to Genuity (A) the comfort letter set forth in paragraph (k)(i) of section 3 of this agreement, (B) a comfort letter dated the Expiry Date, in form and substance satisfactory to Genuity, acting reasonably, bringing forward to a date not more than two Business Days prior to the Expiry Date, the information contained in the comfort letter referred to in (A) above, and in each case such letters shall relate to the verification of the Financial Information and accounting data and other numerical data of a financial nature contained in the Qualification Documents. Such letters shall further state that: A. such auditors are independent with respect to the Corporation within the meaning of the U.S. Securities Act and the applicable rules and regulations thereunder adopted by the SEC and the Public Company Accounting Oversight Board (United States) and are independent with respect to the Corporation within the meaning of the Rules of Professional Conduct of the Institute of Chartered Accountants British Columbia; B. such auditors have performed the procedures set forth in section 7050 of the CICA Handbook on the unaudited consolidated financial statements included in the Qualification Documents and nothing has come to their attention that caused them to believe that such unaudited consolidated financial statements did not comply as to form in all material respects with the published accounting requirements of Canadian Securities Laws; and C. in the opinion of such auditors, the Financial Statements comply as to form in all material respects with the published accounting requirements of applicable Canadian Securities Laws; and shall address such other matters as Genuity shall reasonably request;

Auditor Comfort Letter. At the time of the execution of this Agreement, the Representative shall have received from PriceWaterhouseCoopers LLP a letter, addressed to the Underwriter, executed and dated such date, in form and substance satisfactory to the Representative (i) confirming that they are an independent registered accounting firm with respect to the Company and its subsidiaries within the meaning of the Securities Act and the Rules and Regulations and PCAOB and (ii) stating the conclusions and findings of such firm, of the type ordinarily included in accountants’ “comfort letters” to Underwriter, with respect to the financial statements and certain financial information contained or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus.

Auditor Comfort Letter. Upon execution of this Agreement and (x) within three (3) Trading Days of each Representation Date with respect to which the Corporation is obligated to deliver a certificate in the form attached hereto as Exhibit A for which no waiver is applicable and (y) concurrently with the delivery of a certificate pursuant to the last sentence of Section ‎8(n), the Corporation shall cause its auditors to furnish to the Agent a letter (the “Auditor Comfort Letter”) addressed to the Agent dated the date such Auditor Comfort Letter is delivered, in form and substance satisfactory to the Agent, acting reasonably, (A) relating to the verification of certain of the financial information and statistical and accounting data relating to the Corporation and the Subsidiaries, as applicable, contained in the Registration Statement and the Prospectuses or the documents incorporated by reference therein, which Auditor Comfort Letter shall be based on a review having a cut-off date not more than two Business Days prior to the date of such letter, (B) stating that such auditors are or were, as applicable, independent public accountants within the meaning of the Securities Act and Canadian Securities Laws and the rules and regulations thereunder, and that, as applicable, in their opinion the audited financial statements of the Corporation incorporated by reference in the Registration Statement and the Prospectuses and audited by such auditors comply as to form in all material respects with the applicable accounting requirements of the Securities Act and the related regulations adopted by the SEC (the first such letter, the “Initial Auditor Comfort Letter”) and (C) if applicable, updating the Initial Auditor Comfort Letter with any information which would have been included in the Initial Auditor Comfort Letter had it been given on such date and modified as necessary to relate to the Registration Statement and the Prospectuses, as amended and supplemented to the date of such letter.

Auditor Comfort Letter. At the Execution Time, the Underwriter shall have received from MaloneBailey, LLP a letter, dated such date, in form and substance satisfactory to the Underwriter, together with signed or reproduced copies of such letter for each of the other Underwriter containing statements and information of the type ordinarily included in accountants’ “comfort letters” to Underwriter with respect to the financial statements and certain financial information contained in the Registration Statement, the General Disclosure Package and the Prospectus.

Auditor Comfort Letter. On each of the First Closing Date and each Option Closing Date, the Underwriter shall have received from KPMG LLP, independent registered public accountants for the Company, a letter dated such date, in form and substance satisfactory to the Underwriter, which letter shall: (i) reaffirm the statements made in the letter furnished by them pursuant to Section 6(a), except that the specified date referred to therein for the carrying out of procedures shall be no more than three business days prior to the First Closing Date or the applicable Option Closing Date, as the case may be; and (ii) cover certain financial information contained in the Prospectus.

Auditor Comfort Letter. At the time of execution of this Agreement, the Initial Purchasers shall have received from Ernst & Young LLP a letter, in form and substance reasonably satisfactory to the Initial Purchasers, addressed to the Initial Purchasers and dated the date hereof (i) confirming that they are independent public accountants within the meaning of the Securities Act and the rules and regulations of the PCAOB 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 (ii) stating, as of the date hereof (or, with respect to matters involving changes or developments since the respective dates as of which specified financial information is given in the Pricing Disclosure Package, as of a date not more than three days prior to the date hereof), the conclusions and findings of such firm with respect to the financial information and other matters ordinarily covered by accountants’ “comfort letters” to underwriters in connection with registered public offerings.

Auditor Comfort Letter. The Underwriters shall have received a “comfort letter,” dated the date hereof, from BDO in form and substance satisfactory to the Representatives, covering the financial information in the Registration Statement, the Pricing Disclosure Package and the Prospectus and other customary matters. In addition, on each Closing Date, the Underwriters shall have received from such accountant a “bring-down comfort letter” dated such Closing Date addressed to the Underwriters, in form and substance satisfactory to the Representatives, in the form of the “comfort letter” delivered on the date hereof, except that (i) it shall state the conclusions and findings of such firm with respect to the financial information and other matters ordinarily covered by accountants’ “comfort letters” to underwriters in connection with registered public offerings and (ii) procedures shall be brought down to a date no more than three (3) days prior to such Closing Date, except as otherwise agreed by the Representatives.

Auditor Comfort Letter. The Company causing its auditors to deliver to the Underwriter and such auditors delivering to the Underwriter (x) at the time of filing of the Prospectus Supplement, a customary “long form” comfort letter in form and substance satisfactory to the Underwriter, acting reasonably, addressed to the Underwriter and directors of the Company, and (y) a comfort letter or comfort letters, dated the Closing Date or the Option Closing Date, as applicable, in form and substance satisfactory to the Underwriter, acting reasonably, bringing forward to a date not more than two Business Days prior to the Closing Date or the Option Closing Date, the information contained in the comfort letter referred to in (x), and in the cases of both (x) and (y), such letters shall relate to the verification of the financial information, accounting data and other numerical data of a financial nature contained in the Offering Documents. Such letters shall further state that:‌ (A) such auditors are independent with respect to the Company within the meaning of applicable Canadian Securities Laws; (B) that in the opinion of such auditors, the audited financial statements of the Company included in the Offering Documents comply in all material respects with the applicable accounting requirements of applicable Canadian Securities Laws; (C) that they have performed the procedures set forth in section 7050 of the CICA Handbook on the unaudited financial statements included in the Offering Documents and nothing has come to their attention that caused them to believe that said unaudited financial statements did not comply in all material respects with the applicable accounting requirements of Canadian Securities Laws; and (D) shall address such other matters as the Underwriter shall reasonably request.