Delivery of Financial Information. The Company will furnish the following reports to (x) each Investor and (y) to each Existing Shareholder holding at least 5% of the Company’s issued and outstanding share capital on an as converted basis (with respect to (y) only, a “Major Holder”): (i) As soon as practicable after the end of each fiscal year and in any event within ninety (90) days thereafter, the consolidated balance sheet and statement of shareholder equity of the Company as of the end of such fiscal year, and the consolidated statements of income and cash flow for the fiscal year then ended, all in reasonable detail, stating in each case in comparative form the figures of the preceding fiscal year, United States dollar denominated, audited and certified by independent public accounting firm which is one of (or is affiliated with one of) the “Big Four” US accounting firms, with offices in Israel who are members of the Israeli Institute of Certified Public Accountants, in each case in English and accompanied by an opinion in English of such firm which opinion shall state that such balance sheet and statements of shareholder equity, income and cash flow have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) applied on a basis consistent with that of the preceding fiscal year, and present fairly and accurately in all material respects the financial position of the Company as of the date, and the results of the Company’s operations during the periods, to which they relate, and that the audit by such accountants in connection with such financial statements has been made in accordance with United Stated generally accepted auditing standards. (ii) As soon as practicable, and in any event within forty-five (45) days after the end of the first, second and third quarters of each fiscal year of the Company, un-audited, but reviewed by independent public accounting firm which is one of (or is affiliated with one of) the “Big Four” US accounting firms, with offices in Israel who are members of the Israeli Institute of Certified Public Accountants, United States dollar denominated consolidated balance sheets of the Company as of the end of such quarter and consolidated statements of income and cash flow of the Company for such quarter and for the portion of the fiscal year ending with such period, in each case in English and in reasonable detail, stating in each case in comparative form the figures for the corresponding period of the preceding fiscal year. (iii) As soon as practicable, and in any event within thirty (30) days after the end of each month, a monthly report in English, in the format and detail determined by the Board, which report shall include business update and overview, profit and loss and cash-flow statement (not audited and not reviewed). (iv) As soon as practicable, and in any event at least thirty (30) days before the beginning of each fiscal year, the Company’s annual operating plan and budget for the following year. (v) An updated capitalization table of the Company within five (5) days of the end of each quarter or the occurrence of any change in the capitalization (vi) Such other information relating to the financial condition, business, prospects or corporate affairs of the Company as any Investor or Major Holder may from time to time reasonably request, without derogating from such Investor’s and Major Holders’ statutory rights.
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Samples: Investors’ Rights Agreement (Marker II LP), Investors’ Rights Agreement (Catalyst Private Equity Partners (Israel) II LP), Investors’ Rights Agreement (Tufin Software Technologies Ltd.)
Delivery of Financial Information. The Until the earlier of: (i) an IPO, or (ii) a Merger and Acquisition (as such term is defined in Articles), the Company will furnish the following reports to (x) each Investor and (y) to each Existing Shareholder holding at least 5% two percent (2%) of the Company’s issued and outstanding share capital on an as converted basis (with respect to (y) onlyeach, a “Major Holder”):
(i) 2.1.1. As soon as practicable after the end of each fiscal year and in any event within ninety (90) days thereafter, the audited consolidated balance sheet and statement of shareholder equity of the Company as of the end of such fiscal year, and the consolidated statements of income and cash flow for the fiscal year then ended, all in reasonable detail, stating in each case in comparative form the figures of the preceding fiscal year, United States dollar denominated, audited and certified by an independent public accounting firm which is one of (or is affiliated with one of) the “Big Four” US accounting firms, with offices in Israel who are members of the Israeli Institute of Certified Public Accountants, in each case in English and accompanied by an opinion in English of such firm which opinion shall state that such balance sheet and statements of shareholder equity, income and cash flow have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) applied on a basis consistent with that of the preceding fiscal year, and present fairly and accurately in all material respects the financial position of the Company as of the their date, and the results of the Company’s operations during the periods, to which they relate, and that the audit by such accountants in connection with such financial statements has been made in accordance with United Stated States generally accepted auditing standards.
(ii) 2.1.2. As soon as practicable, and in any event within forty-five sixty (4560) days after the end of each of the first, second and third quarters of each fiscal year of the Company, un-audited, but audited reviewed by independent public accounting firm which is one of (or is affiliated with one of) the “Big Four” US accounting firms, with offices in Israel who are members of the Israeli Institute of Certified Public Accountants, United States dollar denominated consolidated balance sheets of the Company as of the end of such quarter and consolidated statements of income and cash flow of the Company for such quarter and for the portion of the fiscal year ending with such period, in each case in English and in reasonable detail, stating in each case in comparative form the figures for the corresponding period of the preceding fiscal year and United States dollar denominated, together with an instrument executed by the Chief Financial Officer or President or Chief Executive Officer of the Company certifying that such financials were prepared in accordance with GAAP consistently applied with prior practice for earlier periods (with the exception of footnotes that may be required by GAAP) and fairly present the financial condition of the Company and its results of operation for the period specified, subject to year-end audit adjustment.
(iii) 2.1.3. As soon as practicable, and in any event within thirty (30) days after the end of each month, monthly reports in a monthly report in English, in the format and detail determined form agreed by the Board, which report shall include business update and overview, profit and loss and cash-flow statement (not audited and not reviewed).
(iv) As soon as practicable, and in any event at least thirty (30) days before the beginning of each fiscal year, the Company’s annual operating plan and budget for the following year.
(v) An updated capitalization table of the Company within five (5) days of the end of each quarter or the occurrence of any change in the capitalization
(vi) 2.1.4. Such other information relating to the financial conditionconditions, business, prospects prospects, litigation, M&A opportunities or corporate affairs of the Company as any Investor DHL, AMI or Major Holder Vitruvian may from time to time reasonably request, without derogating from provided such Investor’s information is readily available to the Company.
2.1.5. As soon as practicable, upon a request of a Major Holder, a current detailed capitalization table of the Company.
2.1.6. Such other information DHL, AMI, or Vitruvian would need in order to comply with applicable law, regulatory requirements and Major Holders’ statutory rightsinternal reporting policies.
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Delivery of Financial Information. The Company will furnish the following reports to (x) each Investor and (y) to each Existing Shareholder holding at least 5% of the Company’s issued and outstanding share capital on an as converted basis (with respect to (y) only, a “Major Holder”)::
(i) As soon as practicable after the end of each fiscal year and in any event within ninety one hundred and twenty (90120) days thereafter, the consolidated balance sheet and statement of shareholder equity of the Company as of the end of such fiscal year, and the consolidated statements of income and cash flow for the fiscal year then ended, all in reasonable detail, stating in each case in comparative form the figures of the preceding fiscal year, United States dollar denominated, audited and certified by an independent public accounting firm which is one of (or is affiliated with one of) the “Big Four” US accounting firms, with offices in Israel who are members of the Israeli Institute of Certified Public Accountantsfirm, in each case in English and accompanied by an opinion in English of such firm which opinion shall state that such balance sheet and statements of shareholder equity, income and cash flow have been prepared in accordance with United States generally accepted accounting principles (“"GAAP”") applied on a basis consistent with that of the preceding fiscal year, and present fairly and accurately in all material respects the financial position of the Company as of the their date, and the results of the Company’s operations during the periods, to which they relate, and that the audit by such accountants in connection with such financial statements has been made in accordance with United Stated States generally accepted auditing standards.
(ii) As soon as practicable, and in any event within forty-five sixty (4560) days after the end of the first, second and third quarters of each fiscal year of the Company, un-audited, but audited reviewed by independent public accounting firm which is one of (or is affiliated with one of) the “Big Four” US accounting firms, with offices in Israel who are members of the Israeli Institute of Certified Public Accountants, United States dollar denominated consolidated balance sheets of the Company as of the end of such quarter and consolidated statements of income and cash flow of the Company for such quarter and for the portion of the fiscal year ending with such period, in each case in English and in reasonable detail, stating in each case in comparative form the figures for the corresponding period of the preceding fiscal year and United States dollar denominated, together with an instrument executed by the Chief Financial Officer or President or Chief Executive Officer of the Company certifying that such financials were prepared in accordance with GAAP consistently applied with prior practice for earlier periods (with the exception of footnotes that may be required by GAAP) and fairly present the financial condition of the Company and its results of operation for the period specified, subject to year-end audit adjustment.
(iii) As soon as practicable, and in any event within thirty (30) days after the end of each month, monthly financial reports in a monthly report in English, in the format and detail determined form to be approved by the Lead Investor and the Board, which report shall include business update and overview, profit and loss and cash-flow statement (not audited and not reviewed).
(iv) As soon as practicable, and in any event at least thirty (30) days before the beginning of each fiscal year, the Company’s 's annual operating budget and business plan and budget for the following year, including a rolling two-year budget, on a monthly basis and including balance sheets, income statements and statement of cash flows for such months and approved by the Company's Board of Directors, all in reasonable detail and in English.
(v) An updated capitalization table of the Company within five (5) days of the end of each quarter or the occurrence of any change in the capitalization
(vi) Such other information relating to the financial condition, business, prospects or corporate affairs of the Company as any Investor or Major Holder may from time to time reasonably request, without derogating from such Investor’s and Major Holders’ ' statutory rights.
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Samples: Registration and Information Rights Agreement (Galmed Pharmaceuticals Ltd.)
Delivery of Financial Information. The Company will furnish the following reports to each Major Xxxxxx, provided that the Board has not reasonably determined that such Major Holder is a competitor of the Company (x) each Investor and (y) it being clarified, that the mere ownership of securities by a venture capital fund in companies which may be deemed to each Existing Shareholder holding at least 5% be a competitor of the Company’s issued and outstanding share , shall not, as of itself, cause the venture capital on an as converted basis (with respect fund to (y) only, be deemed a “Major Holder”competitor):
(i) As soon as practicable after the end of each fiscal year and in any event within ninety one-hundred and twenty (90120) days thereafter, the consolidated balance sheet and statement of shareholder equity of the Company as of the end of such fiscal year, and the consolidated statements of income and cash flow for the fiscal year then ended, all in reasonable detail, stating in each case in comparative form the figures of the preceding fiscal year, United States dollar denominated, audited and certified by independent public accounting firm of which is one of (or is affiliated with one of) the “"Big Four” " US accounting firms, with offices in Israel who are members of the Israeli Institute of Certified Public Accountants, in each case in English and accompanied by an opinion in English of such firm which opinion shall state that such balance sheet and statements of shareholder equity, income and cash flow have been prepared in accordance with United States generally accepted accounting principles International Financial Reporting Standards (“GAAPIFRS”) applied on a basis consistent with that of the preceding fiscal year, and present fairly and accurately in all material respects the financial position of the Company as of the their date, and the results of the Company’s operations during the periods, to which they relate, and that the audit by such accountants in connection with such financial statements has been made in accordance with United Stated States generally accepted auditing standards.
(ii) As soon as practicable, and in any event event: (A) within forty-five thirty (4530) days after the end of the first, second second, third and third fourth quarters of each fiscal year of the Company, un-audited, but reviewed by independent public accounting firm which is one of (or is affiliated with one of) the “Big Four” US accounting firms, with offices in Israel who are members of the Israeli Institute of Certified Public Accountants, United States dollar denominated audited consolidated balance sheets of the Company as of the end of such quarter and consolidated statements of income and cash flow of the Company for such quarter and for the portion of the fiscal year ending with such period, in each case in English and in reasonable detail, stating in each case in comparative form the figures for the corresponding period of the preceding fiscal year and United States dollar denominated, prepared in accordance with IFRS, except that such statements may (i) be subject to year-end audit adjustment, and (ii) not contain notes that may be required in accordance with IFRS.
(iii) As soon as practicable, and in any event within thirty (30) days after the end of each month, a monthly report in Englishform and substance determined from time to time by the Company’s Board of Directors, in the format and detail determined by the Board, which report shall include business update and overview, profit and loss and cash-flow statement (not audited and not reviewed)English.
(iv) As soon as practicable, and in any event at least thirty (30) days before the beginning of each fiscal year, a comprehensive operation budget, forecasting the Company’s annual operating plan revenues, expenses and budget cash position on a monthly basis for the following upcoming fiscal year.
(v) An updated capitalization table upon request from a Major Holder, a statement showing the number of the Company within five (5) days shares of each class and series of capital stock and securities convertible into or exercisable for shares of capital stock outstanding at the end of each quarter the period, the Ordinary Shares issuable upon conversion or the occurrence exercise of any change outstanding securities convertible or exercisable for Ordinary Shares and the exchange ratio or exercise price applicable thereto, and the number of shares of issued options andoptions not yet issued but reserved for issuance, if any, all in sufficient detail as to permit such Major Holder to calculate its respective percentage equity ownership in the capitalizationCompany.
(vi) Such other information relating to the financial condition, business, prospects or corporate affairs of the Company as that any Investor or Major Holder may from time to time reasonably request, without derogating from such InvestorMajor Xxxxxx’s and Major Holders’ statutory rights. provided, however, that in each of the above clauses the Company shall not be obligated to provide any information pursuant to this Section 3.1 that it deems in good faith to be (i) a trade secret or similar confidential or personal information of the Company or any affiliate thereof (ii) the disclosure of such information would be reasonably expected to adversely affect the attorney-client privilege between the Company and its counsel or cause the Company to violate a confidentiality undertaking with a third party; (iii) the disclosure of such information would be reasonably expected to create a conflict of interests or potential conflict of interests between the Company and such Major Holder or any affiliate thereof, if so determined by the Board.
(vii) Notwithstanding anything else herein to the contrary, the Company may cease providing the information set forth in this Section 3.1 during the period starting with the date sixty (60) days before the Company’s good-faith estimate of the date of filing of a registration statement, if it reasonably concludes it must do so to comply with the Securities and Exchange Commission rules applicable to such registration statement and related offering; provided that the Company’s covenants under this Section 3.1 shall be reinstated at such time as the Company is no longer actively employing its commercially reasonable efforts to cause such registration statement to become effective.
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