Business and Financial Consultant Sample Clauses

Business and Financial Consultant. The Agent and the Lenders hereby acknowledge that the Company has engaged Conwxx XxxXxxxxx & Xunlxxxx ("XMD") as business and financial consultants to the Company. The Agent and the Lenders acknowledge that the retention of CMD by the Company has materially contributed to the willingness of the Agent and the Lenders to enter into this Amendment. The Company agrees to promptly provide to the Agent and the Lenders all financial reports, projections and other information as may be provided to it by CMD or as may be provided to CMD by the Company, and agrees to cause CMD to prepare and deliver to the Agent and the Lenders such other reports and information concerning the business and financial condition of the Company as the Agent or the Lenders shall from time to time request.
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Business and Financial Consultant. The Administrative Agent and the Lenders acknowledge that the continued retention of CMD by the Borrower has materially contributed to the willingness of the Administrative Agent and the Lenders to enter into this Amendment. The Borrower agrees to promptly provide to the Administrative Agent and the Lenders all financial reports, projections and other information as may be provided to it by CMD or as may be provided to CMD by the Borrower, and agrees to cause CMD to prepare and deliver to the Administrative Agent and the Lenders such other reports and information concerning the business and financial condition of the Borrower and its Subsidiaries (other than confidential information subject to the attorney-client privilege) as the Administrative Agent or the Lenders shall from time to time request. The Borrower acknowledges and agrees that the Administrative Agent, the Lenders, their consultants and counsel shall have direct access to CMD, and CMD is authorized to discuss information (other than information subject to the attorney-client privilege and information the Borrower considers confidential) related to the Borrower and its Subsidiaries with the Administrative Agent, the Lenders or their consultants or counsel.
Sample 1
Business and Financial Consultant. Prudential acknowledges that the Borrower's agreement to retain a financial consultant acceptable to the Required Holder(s) ("Consultant") has materially contributed to the willingness of Prudential to enter into this Amendment. The Borrower agrees to promptly provide to the holders of the Notes all financial reports, projections and other information as may be provided to it by Consultant or as may be provided to Consultant by the Borrower, and agrees to cause Consultant to prepare and deliver to the holders of the Notes such other reports and information concerning the business and financial condition of the Borrower as the holders of the Notes shall from time to time request. The Borrower acknowledges and agrees that the holders of the Notes, their consultants and counsel shall have direct access to Consultant, and Consultant is authorized to discuss information related to the Borrower with the holders of the Notes or their consultants or counsel.
Sample 1
Business and Financial Consultant. The Agent and the Banks hereby acknowledge that the Company has engaged AEG Partners, LLC ("AEG") as business and financial consultants to the Company. The Agent and the Banks acknowledge that the retention of AEG by the Company has materially contributed to the willingness of the Agent and the Banks to enter into this Amendment. The Company agrees to promptly provide to the Agent and the Banks all financial reports, projections and other information as may be provided to it by AEG or as may be provided to AEG by the Company, and agrees to cause AEG to prepare and deliver to the Agent and the Banks such other reports and information concerning the business and financial condition of the Company as the Agent or the Banks shall from time to time request.
Sample 1
Business and Financial Consultant. The Agent and the Lenders acknowledge that the Borrowers' agreement to retain a financial consultant acceptable to the Agent and the Required Lenders ("Consultant") has materially contributed to the willingness of the Agent and the Lenders to enter into this Amendment. Each Borrower agrees to promptly provide to the Agent and the Lenders all financial reports, projections and other information as may be provided to it by Consultant or as may be provided to Consultant by the Borrowers, and agrees to cause Consultant to prepare and deliver to the Agent and the Lenders such other reports and information concerning the business and financial condition of the Borrowers as the Agent or the Lenders shall from time to time request. The Borrowers acknowledge and agree that the Agent, the Lenders, their consultants and counsel shall have direct access to Consultant, and Consultant is authorized to discuss information related to the Borrowers with the Agent, the Lenders or their consultants or counsel.
Sample 1

Related to Business and Financial Consultant

  • Other Business and Financial Information The Borrower will deliver to each Lender:

  • Annual Business Plan and Financial Projections As soon as practicable and in any event within ninety (90) days after the beginning of each Fiscal Year, a business plan of the Borrower and its Subsidiaries for such Fiscal Year, such plan to be prepared in accordance with GAAP and to include, on a quarterly basis, the following: a projected income statement, statement of cash flows and balance sheet and a statement containing the volume and price assumptions by product line used in preparing the business plan, accompanied by a certificate from a Responsible Officer of the Borrower to the effect that, to the best of such officer’s knowledge, such projections are good faith estimates (utilizing assumptions believed to be reasonable) of the financial condition and operations of the Borrower and its Subsidiaries for such Fiscal Year.

  • No Material Deterioration in Financial Condition; Financial Statements All consolidated financial statements for Borrower and its Subsidiaries, delivered to Collateral Agent fairly present, in conformity with GAAP, in all material respects the consolidated financial condition of Borrower and its Subsidiaries, and the consolidated results of operations of Borrower and its Subsidiaries. There has not been any material deterioration in the consolidated financial condition of Borrower and its Subsidiaries since the date of the most recent financial statements submitted to any Lender.

  • Interim Financial Information The Company shall supply the ----------------------------- Parent with a copy of its internal unaudited monthly financial statements within thirty (30) days after the end of each month.

  • Financial Statements; Financial Condition; Undisclosed Liabilities; Projections; etc (a) (i) The audited consolidated balance sheet of (x) the Company and its Subsidiaries for the fiscal year of the Company ended November 30, 2009 and the related consolidated statements of income, cash flows and shareholders’ equity of the Company and its Subsidiaries for such fiscal year, and (y) the Acquired Business and its Subsidiaries for the fiscal year of the Acquired Business ended December 31, 2009 and the related consolidated statements of income, cash flows and shareholders’ equity of the Acquired Business and its Subsidiaries for such fiscal year, and (ii) the unaudited consolidated balance sheet of (x) the Company and its Subsidiaries for the three fiscal quarters of the Company ended August 31, 2010 and the related consolidated statements of income and cash flows of the Company and its Subsidiaries for such fiscal quarters and (y) the Acquired Business and its Subsidiaries for the eight months of the Acquired Business ended August 31, 2010 and the related consolidated statements of income and cash flows of the Acquired Business and its Subsidiaries for such fiscal period, copies of which in each case have been furnished to the Administrative Agent and each Lender prior to the Restatement Effective Date, present fairly in all material respects the consolidated financial condition of the Company and its Subsidiaries or the Acquired Business and its Subsidiaries, as the case may be, at the dates of said financial statements and the results for the periods covered thereby, subject, in the case of the unaudited financial statements, to normal year-end adjustments. All such financial statements have been prepared in accordance with generally accepted accounting principles consistently applied, except to the extent provided in the notes to said financial statements.

  • Financial and Business Sophistication It has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of the prospective investment in the Subordinated Notes. It has relied solely upon its own knowledge of, and/or the advice of its own legal, financial or other advisors with regard to, the legal, financial, tax and other considerations involved in deciding to invest in the Subordinated Notes.

  • Fund Valuation and Financial Reporting Services (1) Account for Fund share purchases, sales, exchanges, transfers, dividend reinvestments, and other Fund share activity as reported by the Fund’s transfer agent on a timely basis.

  • Financial Statements; Undisclosed Liabilities The financial statements of Pacesetter Home Care Group, Inc., HCI's predecessor, for the year ended December 31, 1996 and the consolidated financial statements of HCI for the period ended June 30, 1997, each of which have previously been provided to ALC, have been prepared in accordance with generally accepted accounting principles ("GAAP") (except that the unaudited statements exclude ---- footnotes) applied on a consistent basis during the periods involved (except as may be indicated in the notes thereto) and fairly presented, in accordance with the applicable requirements of GAAP, the consolidated financial position of HCI (or its predecessor) as of the dates thereof and the consolidated results of operations and cash flows for the periods then ended (subject, in the case of unaudited statements, to normal year-end audit adjustments). Except (i) as disclosed in Section 3.6 of the disclosure schedule of HCI delivered to ALC concurrently herewith (the "HCI Disclosure Schedule"), (ii) for those ----------------------- liabilities that are fully reflected or reserved against on the consolidated balance sheet of HCI included in its financial statements for the period ended June 30, 1997, and (iii) for liabilities incurred in the ordinary course of business consistent with past practice since June 30, 1997, neither HCI nor any of its Subsidiaries has incurred any liability of any nature whatsoever (whether absolute, accrued, contingent or otherwise and whether due or to become due) that, either alone or when combined with all other liabilities incurred since June 30, 1997, has had, or would reasonably be expected to have, a Material Adverse Effect on HCI. On September 30, 1997, the outstanding indebtedness of HCI and its Subsidiaries did not exceed $5.7 million. The books and records of HCI and its Subsidiaries have been, and are being, maintained in all material respects in accordance with GAAP and any other applicable legal and accounting requirements and reflect only actual transactions.

  • Business; etc The Borrower will not, and will not permit any of the Restricted Subsidiaries to, engage directly or indirectly in any business other than the businesses engaged in by the Borrower and the Restricted Subsidiaries as of the Closing Date and reasonable extensions and developments thereof and businesses reasonably similar, ancillary or complimentary thereto.

  • SEC Filings; Financial Statements; Undisclosed Liabilities (a) The Company has filed or furnished on a timely basis all registration statements, forms, reports, statements, certifications and other documents (including all exhibits and other information incorporated therein, amendments and supplements thereto) in each case required to be filed or furnished on or prior to the date hereof by it with the U.S. Securities and Exchange Commission (the “SEC”) since the Applicable Date through the date hereof (all such registration statements, forms, reports, statements, certificates and other documents filed since the Applicable Date, including all exhibits and other information incorporated therein, amendments and supplements thereto, collectively, the “SEC Reports”). As of their respective effective dates (in the case of SEC Reports that are registration statements filed pursuant to the requirements of the Securities Act (as defined below)) and as of their respective SEC filing dates (in the case of all other SEC Reports), or, if amended or superseded by a subsequent filing made prior to the date of this Agreement, as of the date of the last such amendment or superseding filing prior to the date of this Agreement, the SEC Reports (i) complied in all material respects with the applicable requirements of the Securities Act of 1933, as amended (the “Securities Act”), the Exchange Act and the Xxxxxxxx-Xxxxx Act of 2002 (“SOX”), as the case may be, and the applicable rules and regulations promulgated thereunder and (ii) were prepared in all material respects in accordance with the applicable requirements of the Securities Act, the Exchange Act, SOX and other applicable Law, each as in effect on the date of any such filing. As of the time of filing with the SEC (or, if amended prior to the date of this Agreement, as of the date of such amendment), none of the SEC Reports contained, when filed, any untrue statement of a material fact or omitted to state any material fact required to be stated or incorporated by reference therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading, except to the extent that the information in such SEC Reports has been amended or superseded by a later SEC Report filed prior to the date of this Agreement. There are no outstanding or unresolved comments in comment letters received from the SEC or its staff. There has been no material correspondence between the SEC and the Company since the Applicable Date that is not set forth in the SEC Reports or that has not otherwise been disclosed to BidCo prior to the date hereof. None of the SEC Reports is the subject of ongoing SEC review and there are no inquiries or inspections by the SEC regarding the accounting practices of the Company. No subsidiary of the Company is subject to the periodic reporting requirements of the Exchange Act or is otherwise required to file any periodic forms, reports, schedules, statements or other documents with the SEC. Since the Applicable Date, subject to any applicable grace period, the Company has been in compliance in all material respects with the applicable listing and corporate governance rules and regulations of Nasdaq.

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