Cooperation Regarding Financial Information. After the Closing, without limiting the generality of any other provision of this Agreement, and without further consideration, the Seller shall, and shall cause its respective Affiliates to, provide reasonable cooperation (including reasonable access to the Seller’s files, records and employees) to the Buyer and its agents and representatives (including the Buyer’s external auditors) in connection with the preparation and audit of financial statements and financial information and disclosures relating to the Business and the Assets, as applicable. The Buyer shall reimburse the Seller for any reasonable out-of-pocket costs incurred by the Seller.
Cooperation Regarding Financial Information. After the Closing, without limiting the generality of any other provision of this Agreement, and without further consideration, Sellers shall, and shall cause their Affiliates to, provide reasonable cooperation (including reasonable access to Sellers’ files, records and employees) to Buyer and its agents and representatives (including Buyer’s external auditors) in connection with the preparation of financial statements and financial information and disclosures relating to the Business and the Acquired Assets, including, without limitation, disclosures required under Items 2.01 and 9.01 of Form 8-K adopted by the Securities and Exchange Commission, including all requirements for pro forma financial information.
Cooperation Regarding Financial Information. After the Closing, without limiting the generality of any other provision of this Agreement, and without further consideration, Seller and SCI shall, and shall cause their respective Affiliates to, provide reasonable cooperation (including reasonable access to Seller’s and SCI’s files, records and employees) to Buyer and its agents and representatives (including Buyer’s external auditors) in connection with the preparation of financial statements and financial information and disclosures relating to the Business and the Acquired Assets, including, without limitation, disclosures required under Items 2.01 and 9.01 of Form 8-K adopted by the Securities and Exchange Commission, including all requirements for pro forma financial information.
Cooperation Regarding Financial Information. The Shareholders, if requested by UTI and at UTI's expense, shall cooperate and assist Ernst & Young LLP or other accounting firm designated by UTI (the "Accountants") in preparing such audited financial statements of PDC that UTI may reasonably require in order to permit UTI to timely file a Current Report Form 8-K with the Commission in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder in connection with the transactions contemplated hereby and to comply with any financial statement requirements with respect to PDC applicable to UTI under the Securities Exchange Act of 1934, as amended, the Securities Act and the rules and regulations thereunder. If requested by UTI and at UTI's expense, the Shareholders shall use reasonable good faith efforts to cause Willxxx X. Xxxxxxxxx xx assist the Accountants in delivering such audited financial statements to UTI within ten business days prior to the date that UTI is required to file such financial statements with the Commission in connection with such obligations. The Shareholders shall cause Willxxx X. Xxxxxxxxx xx provide UTI with access to such firm's work papers in support of any accounting or auditing work performed by Ernst & Young LLP in respect of PDC. At UTI's expense, the Shareholders will cooperate with and assist UTI in preparing, and, if requested, shall use reasonable efforts to cause Willxxx X. Xxxxxxxxx xx cooperate with, and assist the Accountants in preparing, such other audited financial statements for PDC as may be specified by UTI.
Cooperation Regarding Financial Information. (a) During the period beginning on the date of this Agreement and ending on the Closing (the “Cooperation Period”), the Company shall reasonably cooperate with Parent and its Representatives as is reasonably requested by Parent with reasonable prior notice, at Parent’s sole cost and expense, in connection with the preparation by Parent of any statements, forms, schedules, reports or other documents filed or furnished with the SEC or any other Governmental Authority as are required of Parent under applicable Laws, which involve or otherwise incorporate financial information of the Company. In addition, during the Cooperation Period, the Company shall prepare or cause to be prepared and delivered to Parent (i) (A) the audited consolidated balance sheet and related consolidated statement of income, changes in equity and cash flows of the Company as of and for the fiscal year ended December 31, 2023 (which shall include the related notes thereto, including unaudited supplemental oil and gas disclosures, in each case in accordance with SEC requirements), and (B) the reserve report of the Company as of December 31, 2023 prepared by Company Independent Petroleum Engineers in accordance with SEC requirements, in each case of this clause (i), as reasonably practicable and, in any event, no later than fifteen (15) Business Days after the date of this Agreement (the financial statements in this clause (i), the “Company 2023 Financials”); (ii) the unaudited consolidated balance sheet and related statements of income, changes in equity and cash flows of the Company for each financial quarter, as soon as reasonably practicable following the end of such quarter and, in any event, no later than 45 days after end of such quarter; and (iii) (A) the audited consolidated balance sheet and related consolidated statement of income, changes in equity and cash flows of the Company as of and for the fiscal year ended December 31, 2024 (which shall include the related notes thereto, including unaudited supplemental oil and gas disclosures, in each case in accordance with SEC requirements), and (B) the reserve report of the Company as of December 31, 2024 prepared by Company Independent Petroleum Engineers in accordance with SEC requirements, in each case of this clause (iii), as soon as reasonably practicable following the end of such fiscal year and, in any event, no later than sixty (60) days after the date of such year (all such financial statements, the “Requisite Financial Sta...
Cooperation Regarding Financial Information. (a) Seller shall use commercially reasonable efforts, as soon as reasonably practicable after the Closing Date, to provide Buyer the reserve report of the Company as of December 31, 2022 by XxXxxxxx & XxxXxxxxxxx. From and after the Closing Date until two (2) years after the Closing Date, Seller shall provide information reasonably requested by Xxxxx (and shall use commercially reasonable efforts to cause Seller’s current and historical accountants and auditors to provide information reasonably requested by Xxxxx) in order for Buyer to prepare, at its own cost and expense, audited historical financial statements for the Company for the fiscal years ended December 31, 2021 and 2022 and unaudited historical financial statements for the six months ended June 30, 2023.
Cooperation Regarding Financial Information. Sunburst acknowledges ------------------------------------------- that Entravision will use compilations, carve out audits and other derivatives of Sunburst's financial information regarding the Stations in connection with future public filings of Entravision filed under the Securities Act of 1933, as amended, or under the Securities and Exchange Act of 1934, as amended (the "Public Filings"). For a period of three (3) years from the Closing Date, Sunburst shall cooperate in a commercially reasonable manner with Entravision so that Entravision may obtain any additional information concerning the Stations that Sunburst has in its possession that Entravision may need for the preparation of its Public Filings, in each case at Entravision's sole cost and expense. The foregoing cooperation of Sunburst shall consist of Sunburst (i) supplying financial information related to the Stations and (ii) granting Entravision (and its accountants) access to (a) the books and records relating to the Stations, (b) Sunburst personnel who are knowledgeable about such books and records and (c) subject to their consent, Sunburst's outside accountants.
Cooperation Regarding Financial Information. (a) The Shareholders, if requested by UTI, shall cooperate and assist Ernst & Young LLP or other accounting firm designated by UTI (the "Accountants") in preparing such audited financial statements of JSM that UTI may reasonably require in order to permit UTI to timely file a Current Report Form 8-K with the Securities and Exchange Commission in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder in connection with the transactions contemplated hereby and to comply with any financial statement requirements with respect to JSM applicable to UTI under the Securities Exchange Act of 1934, as amended, the Securities Act and the rules and regulations thereunder. If requested, the Shareholders shall use reasonable good faith efforts to cause Elms, Faris & Company to assist the Accountants in delivering such audited financial statements to UTI within ten business days prior to the date that UTI is required to file such financial statements with the Securities and Exchange Commission in connection with such obligations. The Shareholders shall cause Elms, Faris & Company to provide UTI with access to such firm's work papers in support of any accounting or auditing work performed by Elms, Faris & Company in respect of JSM. The cost of such audit, including fees relating to assistance provided by Elms, Faris & Company, shall be borne by UTI. The Shareholders will cooperate with and assist UTI in preparing, and, if requested, shall use reasonable efforts to cause Elms, Faris & Company to cooperate with, and assist the Accountants in preparing such other audited financial statements for JSM as may be specified by UTI.
Cooperation Regarding Financial Information. After Closing, Seller shall make available (and shall exercise its best efforts to cause Hotel Manager to make available) to Buyer any books, records or other financial data in the possession or reasonable control of Seller or Hotel Manager (as applicable) (including, without limitation, financial information and related work product in the possession or control of KPMG Peat Marwick and Price Waterhouse) to the extent necessary to permit Buyer's public accountants to perform an audit (on an expeditious timetable) of any period of Hotel operations beginning on or after January 1, 1995. In this connection, Seller hereby consents to the release by Price Waterhouse to Buyer of all such information in Price Waterhouse's possession or control, including, without limitation, any financial statements, reports or other work product prepared or collected by it with respect to Hotel operations for any such period, Seller shall further exercise its best efforts to cause KPMG Peat Marwick to release the same or similar information for all such periods to the extent in its possession or control.
Cooperation Regarding Financial Information. (a) Seller hereby agrees that Seller may use, and hereby waives any confidentiality provisions with respect to, the financial information regarding the Facility contained in the Descriptive Memorandum dated February 2006, as supplemented, to permit Buyer and its Affiliates to provide such information to their potential financing sources; provided, however, that Buyer acknowledges and agrees that Seller shall not be required to make any representations or warranties to such potential financing sources with respect to such financial information.
