Delivery of Audited Financial Statements. Seller will use its reasonable best efforts to deliver to Buyer by March 15, 2005 (i) an audited statement of assets to be acquired and liabilities to be assumed of the Business as of December 31, 2002 and 2003, and the related statements of products shipped and operating expenses of the Business for the fiscal years then ended, together with the reports thereon of Deloitte & Touche, LLP, Seller’s independent certified public accountants, which reports shall contain no limitations or qualifications as to scope or otherwise and no exceptions and shall state specifically that such statements fairly present in all material respects the financial condition of the Business in accordance with GAAP, (including the notes thereto, the “Audited Annual Financial Statements”) and (ii) an audited statement of assets to be acquired and liabilities to be assumed of the Business as of the Interim Date and related statement of products shipped and operating expenses of the Business as of the Interim Date (the “Audited Interim Financial Statements” and, collectively, with the Audited Annual Financial Statements, the “Audited Financial Statements”). Seller will reasonably cooperate with Buyer in assisting Buyer with the preparation (at Buyer’s sole expense) of an audited statement of assets to be acquired and liabilities to be assumed of the Business as of December 31, 2004, and the related statement of products shipped and operating expenses of the Business for the fiscal year then ended (including the notes thereto, the “Audited 2004 Financial Statements”). The value of the Spares Inventory will be excluded from the Audited Interim Financial Statements and the Audited 2004 Financial Statements and the unaudited value of Spares Inventory (which shall be the unaudited value thereof as of February 17, 2005 as set forth in Exhibit N) will be set forth on a separate schedule attached to such financial statements. The notes to the Audited Annual Financial Statements will indicate that a value for Spares Inventory is not included in such financial statements.
Delivery of Audited Financial Statements. As promptly as practicable after the date hereof, but in no event later than seven business days after the date hereof, the Company shall deliver to Parent an audited consolidated balance sheet (including the related notes thereto) of the Company and the Company Subsidiaries, dated as of January 31, 2001, and each of the related audited consolidated statements of income, retained earnings, shareholders' equity and cash flows of the Company and the Company Subsidiaries (including, in each case, any notes thereto) (collectively, the "Audited Financial Statements"), together with an unqualified opinion of the Company Accountants with respect to such Audited Financial Statements.
Delivery of Audited Financial Statements. (a) Within three (3) business days of its receipt thereof, but in no event more than ninety (90) days after the Closing Date, the Company shall deliver to Parent the audited Balance Sheet and the audited statements of operations, stockholders’ (deficit) equity and cash flows for the years ended December 31, 2003 and 2002 and for the period from March 1992 (inception) to December 31, 2003, together with the related independent auditors report of Mxxxxx & Kleigman LLP. Notwithstanding the foregoing as it relates to the period in which such audited financial statements shall be delivered, the Company shall use its best efforts to deliver such financial statements to Parent within fifteen (15) days of the Closing Date. Such audited financial statements shall not contain results which are materially and adversely different from the results presented in the unaudited financial statements attached hereto as Schedule 2.10.
Delivery of Audited Financial Statements. GWW shall have delivered to Giga the GWW 2020 Audited Financial Statements.
Delivery of Audited Financial Statements. The Company shall use reasonable best efforts to deliver the Audited Financial Statements to the Purchaser prior to July 31, 2011, and in any event shall cause the Audited Financial Statements to be delivered to the Purchaser prior to August 31, 2011.
Delivery of Audited Financial Statements. As soon as practicable, but in no event later than 10 Business Days Before the first Closing, Parent shall deliver to Purchaser audited combined financial statements of the Target Companies as at December 31, 2010, 2011 and 2012 and related statements of income, stockholders' equity and cash flows for fiscal years then ended of the Target Companies, prepared in accordance with GAAP to the extent required pursuant to Rule 3-05 of Regulation S-X, (the “Historical Financial Statements”) and such other financial statements as may be required in order for Purchaser to meet its regulatory external financial reporting obligations SC1:3335029.3 under United States securities Laws. All costs and expenses associated with the audit and preparation of the Historical Financial Statements, the audit report and any comfort letters in connection therewith, shall be borne equally by Parent, on the one hand, and Purchaser, on the other hand. Purchaser and its Affiliates shall cooperate with Parent and take all such actions as Parent or its auditor may reasonably request in connection with the preparation of the Historical Financial Statements.
Delivery of Audited Financial Statements. At or prior to the Closing, Shareholders shall have delivered to OneSource the Company's Balance Sheets as of December 31, 2002 and December 31, 2003, and the Company's Statements of Operations, Statements of Shareholders' Equity, and Statements of Cash Flows for the two years ended December 31, 2003, and all related schedules and notes to the foregoing, as audited and reported on by independent public accountants selected by OneSource in its sole discretion; provided that OneSource shall pay all fees and expenses of such accountants in connection with such audit. Such audited financial statements shall be satisfactory in form and substance to OneSource, in its sole discretion.
Delivery of Audited Financial Statements. Either the Company or Sellers shall deliver to the Buyer audited financial statements of CVDL within seventy five (75) days of the execution of this Agreement.
Delivery of Audited Financial Statements. Following the Closing, the Seller shall use commercially reasonable best efforts to assist Company, Purchaser, and Company’s independent public accountants to produce audited copies of the Financial Statements of Company for the years ended December 31, 2004, 2005, and 2006, accompanied by the opinion of Seller’s independent certified public accountants. Purchaser shall bear the fees and expenses of Company’s independent public accountants in connection with such audit.
Delivery of Audited Financial Statements. Notwithstanding the terms and conditions of Section 6.2(f) of the Loan Agreement, Borrower shall, as soon as available, and in any event on or before August 15, 2014, deliver to Bank consolidating and audited consolidated financial statements for the fiscal year ended December 31, 2013, from Holdings and its Subsidiaries, prepared under GAAP, consistently applied, together with an unqualified opinion on the audited financial statements from an independent certified public accounting firm reasonably acceptable to Bank.
