Common use of Balance Sheets Clause in Contracts

Balance Sheets. (i) The Balance Sheets have been prepared in accordance with GAAP applied on a basis consistent with prior periods, except as described in the notes thereto, which will qualify that the Partnership and the Subsidiaries have been accounted for as part of a consolidated financial group with their affiliates and not as completely separate stand-alone entities. (ii) The Balance Sheets present fairly, in all material respects, the financial condition of the combined Partnership and the Subsidiaries as of June 30, 1999. The books and records of the Subsidiaries and the Partnership from which the Balance Sheets were prepared were complete and accurate in all material respects at the time of such preparation. (iii) Each Subsidiary and Partnership has no Liabilities, except for Liabilities (1) reflected in the Balance Sheets, (2) incurred by the Subsidiaries or the Partnership in the ordinary course of business and consistent with past practices since the date of the Balance Sheets, or (3) which are Permitted Encumbrances, (4) for which the Buyer is being indemnified hereunder, or (5) which individually amount to a loss or liability of greater than $100,000 or in the aggregate amount to a loss or liability of greater than $250,000. As used in this subparagraph, the term "Liabilities" excludes any Liabilities not required to be reflected in the Balance Sheets under GAAP.

Balance Sheets. (i) The Balance Sheets have been prepared in accordance with GAAP applied on a basis consistent with prior periods, except as described in the notes thereto, which will qualify reflect that the Partnership and the Subsidiaries have been accounted for as part of a consolidated financial group with their affiliates and not as completely separate stand-alone entities. (ii) The Balance Sheets present fairly, in all material respects, the financial condition of the combined Partnership and the Subsidiaries as of June 30, 1999. The books and records of the Subsidiaries and the Partnership from which the Balance Sheets were prepared were complete and accurate in all material respects at the time of such preparation. (iii) Each Subsidiary and Partnership has no Liabilities, except for Liabilities (1) reflected in the Balance Sheets, (2) incurred by the Subsidiaries or the Partnership in the ordinary course of business and consistent with past practices since the date of the Balance Sheets, or (3) which are Permitted Encumbrances, (4) for which the Buyer is being indemnified hereunder, or (5) which individually amount to a 23 loss or liability of not greater than $100,000 or in the aggregate amount to a loss or liability of not greater than $250,000. As used in this subparagraph, the term "Liabilities" excludes any Liabilities not required to be reflected in the Balance Sheets under GAAP.

Balance Sheets. (i) The Balance Sheets have been prepared in accordance with GAAP applied on a basis consistent with prior periods, except as described in the notes thereto, which will qualify reflect that the Partnership and the Subsidiaries have been accounted for as part of a consolidated financial group with their affiliates and not as completely separate stand-alone entities. (ii) The Balance Sheets present fairly, in all material respects, the financial condition of the combined Partnership and the Subsidiaries as of June 30, 1999. The books and records of the Subsidiaries and the Partnership from which the Balance Sheets were prepared were complete and accurate in all material respects at the time of such preparation. (iii) Each Subsidiary and Partnership has no Liabilities, except for Liabilities (1) reflected in the Balance Sheets, (2) incurred by the Subsidiaries or the Partnership in the ordinary course of business and consistent with past practices since the date of the Balance Sheets, or (3) which are Permitted Encumbrances, (4) for which the Buyer is being indemnified hereunder, or (5) which individually amount to a loss or liability of not greater than $100,000 or in the aggregate amount to a loss or liability of not greater than $250,000. As used in this subparagraph, the term "Liabilities" excludes any Liabilities not required to be reflected in the Balance Sheets under GAAP.