Change in Accounting Practices. The Company shall ensure that each set of financial information delivered to the Agents pursuant to paragraphs (a) and (b) of Clause 22.1 (Financial Statements) is prepared using accounting policies, practices and procedures consistent with that applied in the preparation of NTL’s Original Financial Statements, unless in relation to any such set of financial information, the Company elects to notify the Agents that there have been one or more changes in any such accounting policies, practices or procedures (including, without limitation, any change in the basis upon which costs are capitalised) and:
(a) in respect of any change in the basis upon which the information required to be delivered pursuant to sub-paragraphs (a)(i) or (a)(ii) of Clause 22.1 (Financial Statements) is prepared, the Ultimate Parent provides:
(i) a description of the changes and the adjustments which would be required to be made to that financial information in order to cause them to reflect the accounting policies, practices or procedures upon which such Original Financial Statements were prepared; and
(ii) sufficient information, in such detail and format as may be reasonably required by the Facility Agent, to enable the Lenders to make an accurate comparison between the financial positions indicated by that financial information and by such Original Financial Statements, and any reference in this Agreement to that financial information shall be construed as a reference to that financial information as adjusted to reflect the basis upon which the Original Financial Statements were prepared; or
(b) the Company notifies the Facility Agent that it is not longer practicable to test compliance with the financial covenants set out in Clause 23 (Financial Condition) against the financial information required to be delivered pursuant to this Clause 22 or that it wishes to cease preparing the additional information required by sub-paragraph (a) above, in which case:
(i) the Facility Agent and the Company shall enter into negotiations with a view to agreeing alternative financial covenants to replace those contained in Clause 23 (Financial Condition) in order to maintain a consistent basis for such financial covenants (and for approval by an Instructing Group); and
(ii) if the Facility Agent and the Company agree alternative financial covenants to replace those contained in Clause 23 (Financial Condition) which are acceptable to an Instructing Group, such alternative financial covenants shal...
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(a) The Company shall notify the Administrative Agent if it elects to make one or more changes in any material accounting policies, practices or procedures whether resulting from the Company’s decision at any time to adopt GAAP or otherwise and, in such event the Company shall provide, at the time of such notice, in respect of any change in the basis upon which the financial information required to be delivered under Section 4.03(a)(1), (2) or (3) of Annex II is prepared, either (i) a statement (providing reasonable detail) confirming the changes would have no material effect on the operation of the Consolidated Net Leverage Ratio or Consolidated Senior Secured Net Leverage Ratio or (ii) a description of the changes and the adjustments that would be required to be made to that financial information in order to cause them to reflect the accounting policies, practices or procedures prior to such change and sufficient information, in such detail and format as may be reasonably required by the Administrative Agent, to enable the Lenders to make a comparison between the financial positions indicated by that financial information and by the financial information required to be delivered under Section 4.03(a)(1), (2) and (3) of Annex II. Following the delivery of any such notice, the Required Lenders shall have the right to request, and following any such request the Company shall use commercially reasonable efforts to provide, the statement contemplated by clause (i) of the immediately preceding sentence or the description contemplated by clause (ii) of the immediately preceding sentence, as applicable, relating to the financial information required to be delivered under Section 4.03(a)(1), (2) or (3) of Annex II, as applicable, for the most recently completed quarter.
(b) In the event of any changes to the Company’s accounting policies, practices or procedures other than resulting from the Company’s decision at any time to adopt GAAP, if the Company notifies the Administrative Agent that it is no longer practicable to test compliance with the Consolidated Net Leverage Ratio and Consolidated Senior Secured Net Leverage Ratio against the financial information required to be delivered pursuant to Section 4.03(a)(1), (2) or (3) of Annex II:
(i) the Administrative Agent and the Company shall enter into negotiations with a view to agreeing upon an alternative definitions of Consolidated Net Leverage Ratio and Consolidated Senior Secured Net Leverage Ratio in orde...
Change in Accounting Practices. Any material change in accounting policies or financial reporting practices of a Loan Party, including a change in its fiscal year.
Change in Accounting Practices. Any material change in accounting policies or financial reporting practices of a Borrower, including a change in its fiscal year.
Change in Accounting Practices. Permit any changes in it accounting practices in effect as of the Closing Date unless (x) permitted by GAAP (as GAAP is in effect as of the Closing Date) and (y) comparability of the Borrowers' financial statements is maintained.
Change in Accounting Practices. Permit any changes in its accounting practices in effect as of the Effective Date.
Change in Accounting Practices. The Borrower shall ensure that:
(a) each set of financial information delivered to the Agents pursuant to paragraph (a) and sub-paragraphs (b)(iv) and (b)(v) of Clause 22.1 (Financial Statements) (other than the unaudited consolidated management accounts of the Group) is prepared using accounting policies, practices and procedures consistent with that applied in the preparation of the Original Financial Statements; and
(b) each set of unaudited consolidated management accounts of the Group delivered pursuant to sub-paragraph (a)(iii) of Clause 22.1 (Financial Statements) is prepared on a basis consistent with the basis on which the unaudited consolidated management accounts of the Group for the management accounting period ending on 31 December 2003 were prepared, unless in relation to any such set of financial information (other than the unaudited consolidated management accounts of the Group), the Borrower elects to notify the Agents that there have been one or more changes in any such accounting policies, practices or procedures (including, without limitation, any change in the basis upon which costs are capitalised) or, in relation to any such set of unaudited consolidated management accounts of the Group, the Borrower elects to notify the Agents that there have been one or more changes in the basis upon which such unaudited consolidated management accounts have been prepared and:
(i) in respect of any change in the basis upon which the information required to be delivered pursuant to sub-paragraphs (a)(i) or (a)(ii) of Clause 22.1 (Financial Statements) is prepared, the Ultimate Parent provides:
Change in Accounting Practices. To the Secured Parties in writing, notice of any change in the Borrower’s accounting practices with regard to depreciation and/or establishing material reserves for any or all of the Collateral or any other material change in any accounting practices or procedures of the Borrower, in each case no later than five (5) Business Days of such change.
