Common use of Controls and Procedures; Corporate Governance Clause in Contracts

Controls and Procedures; Corporate Governance. (i) Each of Parent and its Subsidiaries maintains accurate books and records reflecting its assets and liabilities and maintains proper and adequate internal accounting controls that provide assurance that (A) transactions are executed with management's authorization; (B) transactions are recorded as necessary to permit preparation of the consolidated financial statements of Parent and to maintain accountability for Parent's consolidated assets; (C) access to Parent's assets is permitted only in accordance with management's authorization; (D) the reporting of Parent's assets is compared with existing assets at regular intervals; and (E) accounts, notes and other receivables and inventory are recorded accurately, and proper and adequate procedures are implemented to effect the collection thereof on a current and timely basis. Parent has made available to the Company a summary of (A) any significant deficiencies in the design or operation of internal controls which could adversely affect Parent's ability to record, process, summarize and report financial data, (B) any material weaknesses in Parent's internal controls, and (C) any fraud, whether or not material, that involves management or other employees who have a significant role in Parent's internal control over financial reporting.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Evergreen Resources Inc), Agreement and Plan of Merger (Pioneer Natural Resources Co), Agreement and Plan of Merger (Range Resources Corp)

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Controls and Procedures; Corporate Governance. (i) Each of Parent the Company and its Subsidiaries maintains accurate books and records reflecting its assets and liabilities and maintains proper and adequate internal accounting controls that provide assurance that (A) transactions are executed with management's authorization; (B) transactions are recorded as necessary to permit preparation of the consolidated financial statements of Parent the Company and to maintain accountability for ParentCompany's consolidated assets; (C) access to Parentthe Company's assets is permitted only in accordance with management's authorization; (D) the reporting of Parentthe Company's assets is compared with existing assets at regular intervals; and (E) accounts, notes and other receivables and inventory are recorded accurately, and proper and adequate procedures are implemented to effect the collection thereof on a current and timely basis. Parent The Company has made available to the Company Parent a summary of (A) any significant deficiencies in the design or operation of internal controls which could adversely affect Parentthe Company's ability to record, process, summarize and report financial data, (B) any material weaknesses in Parentthe Company's internal controls, and (C) any fraud, whether or not material, that involves management or other employees who have a significant role in Parentthe Company's internal control over financial reporting.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Evergreen Resources Inc), Agreement and Plan of Merger (Pioneer Natural Resources Co)

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Controls and Procedures; Corporate Governance. (i) Each of Parent the Company and its Subsidiaries maintains accurate books and records reflecting its assets and liabilities and maintains proper and adequate internal accounting controls that provide assurance that that: (Ai) transactions are executed with management's authorization; (Bii) transactions are recorded as necessary to permit preparation of the consolidated financial statements of Parent the Company and to maintain accountability for Parentthe Company's consolidated assets; (Ciii) access to Parentthe Company's assets is permitted only in accordance with management's authorization; (Div) the reporting of Parentthe Company's assets is compared with existing assets at regular intervals; and (Ev) accounts, notes and other receivables and inventory are recorded accurately, and proper and adequate procedures are implemented to effect the collection thereof on a current and timely basis. Parent The Company has made available to the Company Parent a summary of (A) any significant deficiencies in the design or operation of internal controls which could adversely affect Parentthe Company's ability to record, process, summarize and report financial data, (B) any material weaknesses in Parentthe Company's internal controls, and (C) any fraud, whether or not material, that involves management or other employees who have a significant role in Parentthe Company's internal control over financial reporting.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Range Resources Corp)

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