Common use of Books, Financial Statements and Reports Clause in Contracts

Books, Financial Statements and Reports. Each Borrower will at all times maintain full and accurate books of account and records. Each Borrower will maintain and will cause its Subsidiaries to maintain a standard system of accounting, will maintain its Fiscal Year, and will furnish (or will cause to be furnished) the following statements and reports to each Lender at Borrowers' expense: (a) As soon as available, and in any event within ninety (90) days after the end of each Fiscal Year,: (i) complete Consolidated financial statements of US Parent together with all notes thereto, prepared in reasonable detail in accordance with US GAAP, together with an unqualified opinion, based on an audit using generally accepted auditing standards, by KPMG Peat Marwick L.L.P., or other independent certified public accountants selected by US Parent and acceptable to Agent, stating that such Consolidated financial statements have been so prepared; and (ii) to the extent such information is not available in the financial statements referred to in Section 6.2(a)(i) or in the Securities Filings, segmented financial information in respect of the US Parent's Canadian operations similar to that currently provided in the US Parent's consolidated financial statements. These financial statements shall contain a Consolidated balance sheet as of the end of such Fiscal Year and Consolidated statements of earnings, of cash flows, and of changes in owners' equity for such Fiscal Year, each setting forth in comparative form the corresponding figures for the preceding Fiscal Year. In addition, within ninety (90) days after the end of each Fiscal Year each Borrower will furnish to Agent and each Lender a certificate in the form of Exhibit C signed by the President, Senior Vice President - Finance, Treasurer or Vice President - Accounting of US Parent and Borrowers, stating that such financial statements are accurate and complete, stating that such Person has reviewed the Loan Documents, containing all calculations required to be made to show compliance or non-compliance with the provisions of Section 7.6, and further stating that there is no condition or event at the end of such Fiscal Year or at the time of such certificate which constitutes a Default and specifying the nature and period of existence of any such condition or event. (b) As soon as available, and in any event within forty-five (45) days after the end of each Fiscal Quarter, US Parent's Consolidated and consolidating balance sheet and income statement as of the end of such Fiscal Quarter and a Consolidated statement of cash flows for the period from the beginning of the then current Fiscal Year to the end of such Fiscal Quarter, all in reasonable detail and prepared in accordance with US GAAP, subject to changes resulting from normal year-end adjustments together with segmented financial information in respect of the US Parent's Canadian operations similar to that currently provided in the US Parent's consolidated financial statements to the extent such information is not available in the financial statements referred to in this Section 6.2(b) or in the Securities Filings. In addition each Borrower will, together with each such set of financial statements, furnish a certificate in the form of Exhibit C signed by the President, Senior Vice President - Finance, Treasurer or Vice President - Accounting of such US Parent stating that such financial statements are accurate and complete (subject to normal year-end adjustments), stating that such Person has reviewed the Loan Documents, containing all calculations required to be made to show compliance or non-compliance with the provisions of Section 7.6 and further stating that there is no condition or event at the end of such Fiscal Quarter or at the time of such certificate which constitutes a Default and specifying the nature and period of existence of any such condition or event. (c) Concurrently with providing the annual and quarterly financial statements to each Lender pursuant to Section 6.2(a) and (b), the Borrowers will provide to each Lender a copy of US Parent's Form 10-K and 10-Q, as applicable, filed with the Securities and Exchange Commission and a list of all other Securities Filings and, without duplication, all other financial statements, reports, notices and proxy statements sent by US Parent or any of its Subsidiaries that is a Restricted Person to its shareholders and all registration statements, prospectuses, periodic reports and other statements and schedules filed by any such Person with any exchange, any securities commission or any similar Governmental Authority, including any information or estimates with respect to US Parent's oil and gas business (including its exploration, development and production activities) which are required to be furnished in such Borrower's annual report pursuant to securities legislation or the rules, policies and requirements of any Governmental Authority, in each case covering all such matters since the most recent list provided to such Lender. Upon request by a Lender acting reasonably, the Borrowers will provide a copy of any such materials to such Lender.

Appears in 1 contract

Samples: Credit Agreement (Devon Energy Corp/De)

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Books, Financial Statements and Reports. Each Canadian Borrower will at all times maintain full and accurate books of account and records. Each Canadian Borrower will maintain and will cause its Subsidiaries to maintain a standard system of accounting, will maintain its Fiscal Year, and will furnish (or will cause to be furnished) the following statements and reports to each Lender Party at Canadian Borrowers' expense: (a) As soon as available, and in any event within ninety (90) days after the end of each Fiscal Year,: (i) , complete Consolidated financial statements of US Parent Borrower together with all notes thereto, prepared in reasonable detail in accordance with US GAAP, together with an unqualified opinion, based on an audit using generally accepted auditing standards, by KPMG Peat Marwick L.L.P., or other independent certified public accountants selected by US Parent Borrower and acceptable to US Agent, stating that such Consolidated financial statements have been so prepared; and (ii) to the extent such information is not available in the financial statements referred to in Section 6.2(a)(i) or in the Securities Filings, segmented financial information in respect of the US Parent's Canadian operations similar to that currently provided in the US Parent's consolidated financial statements. These financial statements shall contain a Consolidated balance sheet as of the end of such Fiscal Year and Consolidated statements of earnings, of cash flows, and of changes in owners' equity for such Fiscal Year, each setting forth in comparative form the corresponding figures for the preceding Fiscal Year. In addition, within ninety (90) days after the end of each Fiscal Year each Canadian Borrower will furnish to Canadian Agent and each Lender a certificate in the form of Exhibit C D signed by the President, Senior Vice President - Finance, Treasurer or Vice President - Accounting of US Parent and BorrowersBorrower, stating that such financial statements are accurate and complete, stating that such Person has reviewed the Canadian Loan Documents, containing all calculations required to be made to show compliance or non-compliance with the provisions of Section 7.67.7, and further stating that there is no condition or event at the end of such Fiscal Year or at the time of such certificate which constitutes a Default and specifying the nature and period of existence of any such condition or event. (b) As soon as available, and in any event within forty-five (45) days after the end of each Fiscal Quarter, US ParentBorrower's Consolidated and consolidating balance sheet and income statement as of the end of such Fiscal Quarter and a Consolidated statement of cash flows for the period from the beginning of the then current Fiscal Year to the end of such Fiscal Quarter, all in reasonable detail and prepared in accordance with US GAAP, subject to changes resulting from normal year-end adjustments together with segmented financial information in respect of the US Parent's Canadian operations similar to that currently provided in the US Parent's consolidated financial statements to the extent such information is not available in the financial statements referred to in this Section 6.2(b) or in the Securities Filingsadjustments. In addition each Canadian Borrower will, together with each such set of financial statements, furnish a certificate in the form of Exhibit C D signed by the President, Senior Vice President - Finance, Treasurer or Vice President - Accounting of such US Parent Borrower stating that such financial statements are accurate and complete (subject to normal year-end adjustments), stating that such Person has reviewed the Canadian Loan Documents, containing all calculations required to be made to show compliance or non-compliance with the provisions of Section 7.6 7.7 and further stating that there is no condition or event at the end of such Fiscal Quarter or at the time of such certificate which constitutes a Default and specifying the nature and period of existence of any such condition or event. (c) Concurrently with providing the annual and quarterly financial statements to each Lender pursuant to Section 6.2(a) and (b)Promptly upon their becoming available, the Borrowers will provide to each Lender a copy of US Parent's Form 10-K and 10-Q, as applicable, filed with the Securities and Exchange Commission and a list copies of all other Securities Filings and, without duplication, all other financial statements, reports, notices and proxy statements sent by US Parent Borrower or any of its Subsidiaries that is a Restricted Person to its shareholders and all registration statements, prospectuses, periodic reports and other statements and schedules filed by any such Person with any exchange, any securities commission or any similar Governmental Authority, including any information or estimates with respect to US ParentBorrower's oil and gas business (including its exploration, development and production activities) which are required to be furnished in such Canadian Borrower's annual report pursuant to securities legislation or the rules, policies and requirements of any Governmental Authority, in each case covering all such matters since the most recent list provided to such Lender. Upon request by a Lender acting reasonably, the Borrowers will provide a copy of any such materials to such Lender.

Appears in 1 contract

Samples: Canadian Credit Agreement (Devon Energy Corp/De)

Books, Financial Statements and Reports. Each Canadian Borrower will at all times maintain full and accurate books of account and records. Each Canadian Borrower will maintain and will cause its Subsidiaries to maintain a standard system of accounting, will maintain its Fiscal Year, and will furnish (or will cause to be furnished) the following statements and reports to each Lender Party at Canadian Borrowers' expense: (a) As soon as available, and in any event within ninety (90) days after the end of each Fiscal Year,: (i) , complete Consolidated financial statements of US Parent Borrower together with all notes thereto, prepared in reasonable detail in accordance with US GAAP, together with an unqualified opinion, based on an audit using generally accepted auditing standards, by KPMG Peat Marwick L.L.P., or other independent certified public accountants selected by US Parent Borrower and acceptable to US Agent, stating that such Consolidated financial statements have been so prepared; and (ii) to the extent such information is not available in the financial statements referred to in Section 6.2(a)(i) or in the Securities Filings, segmented financial information in respect of the US Parent's Canadian operations similar to that currently provided in the US Parent's consolidated financial statements. These financial statements shall contain a Consolidated balance sheet as of the end of such Fiscal Year and Consolidated statements of earnings, of cash flows, and of changes in owners' equity for such Fiscal Year, each setting forth in comparative form the corresponding figures for the preceding Fiscal Year. In addition, within ninety (90) days after the end of each Fiscal Year each Canadian Borrower will furnish to Canadian Agent and each Lender a certificate in the form of Exhibit C D signed by the President, Senior Vice President - Finance, Treasurer or Vice President - Accounting of US Parent and BorrowersBorrower, stating that such financial statements are accurate and complete, stating that such Person has reviewed the Canadian Loan Documents, containing all calculations required to be made to show compliance or non-non- compliance with the provisions of Section 7.6Sections 7.7 and 7.8, and further stating that there is no condition or event at the end of such Fiscal Year or at the time of such certificate which constitutes a Default and specifying the nature and period of existence of any such condition or event. (b) As soon as available, and in any event within forty-forty- five (45) days after the end of each Fiscal Quarter, US ParentBorrower's Consolidated and consolidating balance sheet and income statement as of the end of such Fiscal Quarter and a Consolidated statement of cash flows for the period from the beginning of the then current Fiscal Year to the end of such Fiscal Quarter, all in reasonable detail and prepared in accordance with US GAAP, subject to changes resulting from normal year-end adjustments together with segmented financial information in respect of the US Parent's Canadian operations similar to that currently provided in the US Parent's consolidated financial statements to the extent such information is not available in the financial statements referred to in this Section 6.2(b) or in the Securities Filingsadjustments. In addition each Canadian Borrower will, together with each such set of financial statements, furnish a certificate in the form of Exhibit C D signed by the President, Senior Vice President - Finance, Treasurer or Vice President - Accounting of such US Parent Borrower stating that such financial statements are accurate and complete (subject to normal year-end adjustments), stating that such Person has reviewed the Canadian Loan Documents, containing all calculations required to be made to show compliance or non-compliance with the provisions of Section 7.6 Sections 7.7 and 7.8 and further stating that there is no condition or event at the end of such Fiscal Quarter or at the time of such certificate which constitutes a Default and specifying the nature and period of existence of any such condition or event. (c) Concurrently with providing the annual and quarterly financial statements to each Lender pursuant to Section 6.2(a) and (b)Promptly upon their becoming available, the Borrowers will provide to each Lender a copy of US Parent's Form 10-K and 10-Q, as applicable, filed with the Securities and Exchange Commission and a list copies of all other Securities Filings and, without duplication, all other financial statements, reports, notices and proxy statements sent by US Parent Borrower or any of its Subsidiaries that is a Restricted Person to its shareholders and all registration statements, prospectuses, periodic reports and other statements and schedules filed by any such Person with any exchange, any securities commission or any similar Governmental Authority, including any information or estimates with respect to US ParentBorrower's oil and gas business (including its exploration, development and production activities) which are required to be furnished in such Canadian Borrower's annual report pursuant to securities legislation or the rules, policies and requirements of any Governmental Authority, in each case covering all such matters since the most recent list provided to such Lender. Upon request by a Lender acting reasonably, the Borrowers will provide a copy of any such materials to such Lender.

Appears in 1 contract

Samples: Credit Agreement (Devon Energy Corp)

Books, Financial Statements and Reports. Each Canadian Borrower will at all times maintain full and accurate books of account and records. Each Canadian Borrower will maintain and will cause its Subsidiaries to maintain a standard system of accounting, will maintain its Fiscal Year, and will furnish (or will cause to be furnished) the following statements and reports to each Lender Party at Canadian Borrowers' expense: (a) As soon as available, and in any event within ninety (90) days after the end of each Fiscal Year,: (i) , complete Consolidated financial statements of US Parent Borrower together with all notes thereto, prepared in reasonable detail in accordance with US GAAP, together with an unqualified opinion, based on an audit using generally accepted auditing standards, by KPMG Peat Marwick L.L.P., or other independent certified public accountants selected by US Parent Borrower and acceptable to US Agent, stating that such Consolidated financial statements have been so prepared; and (ii) to the extent such information is not available in the financial statements referred to in Section 6.2(a)(i) or in the Securities Filings, segmented financial information in respect of the US Parent's Canadian operations similar to that currently provided in the US Parent's consolidated financial statements. These financial statements shall contain a Consolidated balance sheet as of the end of such Fiscal Year and Consolidated statements of earnings, of cash flows, and of changes in owners' equity for such Fiscal Year, each setting forth in comparative form the corresponding figures for the preceding Fiscal Year. In addition, within ninety (90) days after the end of each Fiscal Year each Canadian Borrower will furnish to Canadian Agent and each Lender a certificate in the form of Exhibit C D signed by the President, Senior Vice President - Finance, Treasurer or Vice President - Accounting of US Parent Borrower and Canadian Borrowers, stating that such financial statements are accurate and complete, stating that such Person has reviewed the Canadian Loan Documents, containing all calculations required to be made to show compliance or non-compliance with the provisions of Section 7.67.7, and further stating that there is no condition or event at the end of such Fiscal Year or at the time of such certificate which constitutes a Default and specifying the nature and period of existence of any such condition or event. (b) As soon as available, and in any event within forty-five (45) days after the end of each Fiscal Quarter, US ParentBorrower's Consolidated and consolidating balance sheet and income statement as of the end of such Fiscal Quarter and a Consolidated statement of cash flows for the period from the beginning of the then current Fiscal Year to the end of such Fiscal Quarter, all in reasonable detail and prepared in accordance with US GAAP, subject to changes resulting from normal year-end adjustments together with segmented financial information in respect of the US Parent's Canadian operations similar to that currently provided in the US Parent's consolidated financial statements to the extent such information is not available in the financial statements referred to in this Section 6.2(b) or in the Securities Filingsadjustments. In addition each Canadian Borrower will, together with each such set of financial statements, furnish a certificate in the form of Exhibit C D signed by the President, Senior Vice President - Finance, Treasurer or Vice President - Accounting of such US Parent Borrower stating that such financial statements are accurate and complete (subject to normal year-end adjustments), stating that such Person has reviewed the Canadian Loan Documents, containing all calculations required to be made to show compliance or non-compliance with the provisions of Section 7.6 7.7 and further stating that there is no condition or event at the end of such Fiscal Quarter or at the time of such certificate which constitutes a Default and specifying the nature and period of existence of any such condition or event. (c) Concurrently with providing the annual and quarterly financial statements to each Lender pursuant to Section 6.2(a) and (b)Promptly upon their becoming available, the Borrowers will provide to each Lender a copy of US Parent's Form 10-K and 10-Q, as applicable, filed with the Securities and Exchange Commission and a list copies of all other Securities Filings and, without duplication, all other financial statements, reports, notices and proxy statements sent by US Parent Borrower or any of its Subsidiaries that is a Restricted Person to its shareholders and all registration statements, prospectuses, periodic reports and other statements and schedules filed by any such Person with any exchange, any securities commission or any similar Governmental Authority, including any information or estimates with respect to US ParentBorrower's oil and gas business (including its exploration, development and production activities) which are required to be furnished in such Canadian Borrower's annual report pursuant to securities legislation or the rules, policies and requirements of any Governmental Authority, in each case covering all such matters since the most recent list provided to such Lender. Upon request by a Lender acting reasonably, the Borrowers will provide a copy of any such materials to such Lender.

Appears in 1 contract

Samples: Canadian Credit Agreement (Devon Energy Corp/De)

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Books, Financial Statements and Reports. Each Canadian Borrower will at all times maintain full and accurate books of account and records. Each Canadian Borrower will maintain and will cause its Subsidiaries to maintain a standard system of accounting, will maintain its Fiscal Year, and will furnish (or will cause to be furnished) the following statements and reports to each Lender Party at Canadian Borrowers' expense: (a) As soon as available, and in any event within ninety (90) days after the end of each Fiscal Year,: (i) , complete Consolidated financial statements of US Parent Borrower together with all notes thereto, prepared in reasonable detail in accordance with US GAAP, together with an unqualified opinion, based on an audit using generally accepted auditing standards, by KPMG Peat Marwick L.L.P., or other independent certified public accountants selected by US Parent Borrower and acceptable to US Agent, stating that such Consolidated financial statements have been so prepared; and (ii) to the extent such information is not available in the financial statements referred to in Section 6.2(a)(i) or in the Securities Filings, segmented financial information in respect of the US Parent's Canadian operations similar to that currently provided in the US Parent's consolidated financial statements. These financial statements shall contain a Consolidated balance sheet as of the end of such Fiscal Year and Consolidated statements of earnings, of cash flows, and of changes in owners' equity for such Fiscal Year, each setting forth in comparative form the corresponding figures for the preceding Fiscal Year. In addition, within ninety (90) days after the end of each Fiscal Year each Canadian Borrower will furnish to Canadian Agent and each Lender a certificate in the form of Exhibit C D signed by the President, Senior Vice President - Finance, Treasurer Finance or Vice President - Accounting Controller of US Parent and BorrowersBorrower, stating that such financial statements are accurate and complete, stating that such Person has reviewed the Canadian Loan Documents, containing all calculations required to be made to show compliance or non-compliance with the provisions of Section 7.6Sections 7.7 and 7.8, and further stating that there is no condition or event at the end of such Fiscal Year or at the time of such certificate which constitutes a Default and specifying the nature and period of existence of any such condition or event. (b) As soon as available, and in any event within forty-five (45) days after the end of each Fiscal Quarter, US ParentBorrower's Consolidated and consolidating balance sheet and income statement as of the end of such Fiscal Quarter and a Consolidated statement of cash flows for the period from the beginning of the then current Fiscal Year to the end of such Fiscal Quarter, all in reasonable detail and prepared in accordance with US GAAP, subject to changes resulting from normal year-end adjustments together with segmented financial information in respect of the US Parent's Canadian operations similar to that currently provided in the US Parent's consolidated financial statements to the extent such information is not available in the financial statements referred to in this Section 6.2(b) or in the Securities Filingsadjustments. In addition each Canadian Borrower will, together with each such set of financial statements, furnish a certificate in the form of Exhibit C D signed by the President, Senior Vice President - Finance, Treasurer Finance or Vice President - Accounting Controller of such US Parent Borrower stating that such financial statements are accurate and complete (subject to normal year-end adjustments), stating that such Person has reviewed the Canadian Loan Documents, containing all calculations required to be made to show compliance or non-compliance with the provisions of Section 7.6 Sections 7.7 and 7.8 and further stating that there is no condition or event at the end of such Fiscal Quarter or at the time of such certificate which constitutes a Default and specifying the nature and period of existence of any such condition or event. (c) Concurrently with providing the annual and quarterly financial statements to each Lender pursuant to Section 6.2(a) and (b)Promptly upon their becoming available, the Borrowers will provide to each Lender a copy of US Parent's Form 10-K and 10-Q, as applicable, filed with the Securities and Exchange Commission and a list copies of all other Securities Filings and, without duplication, all other financial statements, reports, notices and proxy statements sent by US Parent Borrower or any of its Subsidiaries that is a Restricted Person to its shareholders and all registration statements, prospectuses, periodic reports and other statements and schedules filed by any such Person with any exchange, any securities commission or any similar Governmental Authority, including any information or estimates with respect to US ParentBorrower's oil and gas business (including its exploration, development and production activities) which are required to be furnished in such Canadian Borrower's annual report pursuant to securities legislation or the rules, policies and requirements of any Governmental Authority, in each case covering all such matters since the most recent list provided to such Lender. Upon request by a Lender acting reasonably, the Borrowers will provide a copy of any such materials to such Lender.

Appears in 1 contract

Samples: Canadian Credit Agreement (Devon Energy Corp /Ok/)

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