Business; Real Property; Material Agreements; Financial Information Sample Clauses

Business; Real Property; Material Agreements; Financial Information. URSI has not conducted any business since the date of its inception, except in connection with this Agreement, the Other Agreements and the IPO of URSI Stock contemplated by Section 8.7. URSI does not own any real property or any material personal property and is not a party to any other agreement, except as listed on Schedule 6.9(a) and except that URSI is a party to the Other Agreements and the agreements contemplated thereby and to such agreements as will be filed as Exhibits to the Registration Statement. URSI was formed in 1997, and has historical financial statements only for the year ended December 31, 1997. Attached hereto as Schedule 6.9(b) are URSI's audited historical financial statements for the year ended December 31, 1997. Such URSI financial statements have been prepared in accordance with generally accepted accounting principles and present fairly the financial position of URSI as of the dates indicated thereon, and such financial statements present fairly the results of their respective operations for the periods indicated thereon. URSI has no material liabilities, accrued or contingent, other than those incurred in connection with this Agreement, the Other Agreements and the contemplated IPO of URSI Stock.
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Business; Real Property; Material Agreements; Financial Information. Neither ETS nor AAC has conducted any business since the date of its inception, except in connection with this Agreement, the Delta Agreement and the IPO of ETS Stock. Neither ETS nor AAC own any real property or any material personal property or is a party to any other material agreement, except that ETS is a party to the Delta Agreement and the agreements contemplated thereby and to such agreements as will be filed as Exhibits to the Registration Statement. ETS and AAC were formed in April and October 1996, respectively, and have no material historical financial statements or information. Neither ETS nor AAC have any material liabilities other than those incurred in connection with this Agreement, the Delta Agreement and the contemplated IPO of ETS Stock.
Sample 1
Business; Real Property; Material Agreements; Financial Information. FYI has provided to the Company and the Shareholders FYI's audited historical financial statements for the year ended December 31, 2000 as filed on Form 10-K with the Securities and Exchange Commission (the "SEC") and its Form 10-Q quarterly reports with respect to its fiscal quarters ended March 31, 2000, June 30, 2000 and September 30, 2000 containing unaudited financial information. Such FYI financial statements have been prepared in accordance with GAAP and present fairly the financial position of FYI as of the indicated dates and for the indicated periods. Except as set forth in Schedule 3.6, there has been no event that resulted in or caused an FYI Material Adverse Effect (as defined in Section 3.7 hereof) since September 30, 2000. FYI has provided the Company and the Shareholders with true, complete and correct copies of its Registration Statement on Form S-4 (Registration No. 333-92981). Buyer was formed on March 29, 2001, and has no historical financial statements or information.
Sample 1
Business; Real Property; Material Agreements; Financial Information. Neither VESTCOM nor NEWCO has conducted any business since the date of its inception, except in connection with this Agreement, the Other Agreements, the initial capitalization of VESTCOM, including the borrowing of funds for working capital and formation expenses and the IPO of VESTCOM Stock contemplated by Section 8.5. Neither VESTCOM nor NEWCO owns any immovable and real property or any material movable and personal property or is a party to any other material agreement, except as listed on Schedule 6.9 and except that VESTCOM is a party to the -55- 63 Other Agreements and the agreements contemplated thereby, agreements entered into to effectuate the transactions described above and to such agreements as will be filed as Exhibits to the Registration Statement. VESTCOM was formed in September 1996, and NEWCO was incorporated in February 1997. VESTCOM and NEWCO have no material liabilities, accrued or contingent, other than those incurred in connection with this Agreement, the Other Agreements, the initial capitalization of VESTCOM and the contemplated IPO of VESTCOM Stock.
Sample 1

Related to Business; Real Property; Material Agreements; Financial Information

  • 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.

  • Basic Financial Information The Company will furnish the following reports to each Holder:

  • Books and Records Financial Information Notices 5.1 BOOKS AND RECORDS Borrower shall maintain, at all times, books, records and accounts which are complete, correct and timely in all material respects so as to permit the preparation of financial statements in accordance in all material respects with GAAP applied consistently.

  • Certain Financial Information Within twenty-five (25) Business Days after the end of each month between the date hereof and the earlier of the Closing Date and the date on which this Agreement is terminated, the Company shall deliver to Parent unaudited consolidated financial information for such month and management commentary on the business performance during such month.

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

  • Financial Information, etc The Administrative Agent shall have received:

  • Other Financial Information Budgets, sales projections, operating plans and other financial information reasonably requested by Bank.

  • Pro Forma Financial Information The pro forma financial statements included in the Registration Statement, the Time of Sale Disclosure Package and the Final Prospectus include assumptions that provide a reasonable basis for presenting the significant effects directly attributable to the transactions and events described therein, the related pro forma adjustments give appropriate effect to those assumptions, and the pro forma adjustments reflect the proper application of those adjustments to the historical financial statements amounts in the pro forma financial statements included in the Registration Statement, the Time of Sale Disclosure Package and the Final Prospectus. The pro forma financial statements included in the Registration Statement, the Time of Sale Disclosure Package and the Final Prospectus comply as to form in all material respects with the application requirements of Regulation S-X under the Exchange Act.

  • Access to Financial Information Buyer’s representatives shall have access to, and Seller and its Affiliates shall cooperate with Buyer and furnish upon request, all financial and other information relating to the Hotel’s operations to the extent necessary to enable Buyer’s representatives to prepare audited financial statements in conformity with Regulation S-X of the Securities and Exchange Commission (the “SEC”) and other applicable rules and regulations of the SEC and to enable them to prepare a registration statement, report or disclosure statement for filing with the SEC on behalf of Buyer or its Affiliates, whether before or after Closing and regardless of whether such information is included in the Records to be transferred to Buyer hereunder. Seller shall also provide to Buyer’s representative a signed representation letter in form and substance reasonably acceptable to Seller sufficient to enable an independent public accountant to render an opinion on the financial statements related to the Hotel. Buyer will reimburse Seller for costs reasonably incurred by Seller to comply with the requirements of the preceding sentence to the extent that Seller is required to incur costs not in the ordinary course of business for third parties to provide such representation letters. The provisions of this Section shall survive Closing or termination of this Contract.

  • Additional Financial Information (a) In addition to all other information required to be provided pursuant to this Article 6, the Borrower promptly shall provide the Agent (and any guarantor of the Liabilities), with such other and additional information concerning the Borrower, the Collateral, the operation of the Borrower’s business, and the Borrower’s financial condition, including original counterparts of financial reports and statements, as the Agent may from time to time reasonably request from the Borrower.

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