Common use of Financial Condition; No Material Adverse Change Clause in Contracts

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30, 2015, reported on by independent public accountants reasonably acceptable to the Administrative Agent. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 4 contracts

Samples: Credit Agreement (Natural Grocers by Vitamin Cottage, Inc.), Credit Agreement (Natural Grocers by Vitamin Cottage, Inc.), Credit Agreement (Natural Grocers by Vitamin Cottage, Inc.)

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Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152016, reported on by BDO USA, LLP independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present statement presents fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Consolidated Restricted Subsidiaries as of such dates and for such periods in accordance with GAAPperiods.

Appears in 4 contracts

Samples: Senior Secured Revolving Credit Agreement (Silverbow Resources, Inc.), Senior Secured Revolving Credit Agreement (Silverbow Resources, Inc.), Senior Secured Revolving Credit Agreement (Silverbow Resources, Inc.)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its the Borrower’s consolidated balance sheet and statements of income, stockholders equity income and cash flows as of and for the fiscal year ended September 30December 31, 2015, reported on by independent public accountants reasonably acceptable to the Administrative Agent2006. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 3 contracts

Samples: Credit Agreement (Duncan Dan L), Credit Agreement (Duncan Dan L), Credit Agreement (Enterprise GP Holdings L.P.)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152011, reported on by Deloitte & Touche LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods date in accordance with GAAP.

Appears in 3 contracts

Samples: Credit Agreement (WHITEWAVE FOODS Co), Credit Agreement (Dean Foods Co), Credit Agreement (WHITEWAVE FOODS Co)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30, 20152014, reported on by Deloitte & Touche LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 3 contracts

Samples: Assignment and Assumption (Kimball International Inc), Assignment and Assumption (Kimball Electronics, Inc.), Assignment and Assumption (Kimball Electronics, Inc.)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152018, reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements Financial Statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 3 contracts

Samples: Credit Agreement (Cabot Oil & Gas Corp), Credit Agreement (Cabot Oil & Gas Corp), Credit Agreement (Cabot Oil & Gas Corp)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152007, reported on by Pricewaterhouse Coopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Manitowoc Co Inc), Credit Agreement (Manitowoc Co Inc)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet sheets and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152014, reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agent. Such accountants, and such financial statements present fairly, in all material respects, the financial position and position, results of operations and cash flows of the Borrower and its the consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 2 contracts

Samples: Subsidiary Guarantee Agreement (Molson Coors Brewing Co), Term Loan Agreement (Molson Coors Brewing Co)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 2015, 2009 reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements Financials present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Deluxe Corp), Credit Agreement (Deluxe Corp)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 2015, 2017 reported on by KPMG LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Tpi Composites, Inc), Credit Agreement (LHC Group, Inc)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of incomeoperations, stockholders stockholders' equity and cash flows as of and for the fiscal year ended September 30December 31, 20152007, reported on by independent public accountants reasonably acceptable to the Administrative Agent. Such Xxxx & Associates LLP, and such financial statements present fairly, in all material respectsrespects and in conformity with GAAP, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates date and the results of their operations and their cash flows for such periods in accordance with GAAPfiscal year.

Appears in 2 contracts

Samples: Credit Agreement (Ellora Energy Inc), Credit Agreement (Ellora Energy Inc)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders members’ equity and cash flows as of and for the fiscal year ended September 30December 31, 20152012, reported on by Ernst & Young, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such The financial statements described above present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Consolidated Restricted Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 2 contracts

Samples: Senior Secured Term (Rice Energy Inc.), Credit Agreement (Rice Energy Inc.)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152020, reported on by KPMG LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Nelnet Inc), Credit Agreement (Nelnet Inc)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders stockholders’ equity and cash flows as of and for the fiscal year ended September 30December 31, 20152008, reported on by PricewaterhouseCoopers, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 2 contracts

Samples: Senior Revolving Credit Agreement (Rosetta Resources Inc.), Term Loan Agreement (Rosetta Resources Inc.)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152010, reported on by KPMG LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Rackspace Hosting, Inc.), Revolving Credit Agreement (Rackspace Hosting, Inc.)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152020, reported on by independent public accountants reasonably acceptable to the Administrative AgentAccounting Firm. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Medifast Inc), Credit Agreement (Medifast Inc)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152014, reported on by KPMG LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Rackspace Hosting, Inc.), Credit Agreement (Kirby Corp)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders Lender its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30May 31, 20152016, reported on by BDO USA, LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Neogen Corp)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 2015, 2015 reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements Financials present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Deluxe Corp)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30May 31, 2015, 2016 reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Angiodynamics Inc)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152018, reported on by KPMG LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Kirby Corp)

Financial Condition; No Material Adverse Change. (af) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152013, reported on by Ernst & Young LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAPGAAP or IFRS, as applicable.

Appears in 1 contract

Samples: Loan Agreement (Akorn Inc)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152018, reported on by PriceWaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Service Corp International)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152012, reported on by Pricewaterhouse Coopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Manitowoc Co Inc)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its Lender, Borrower’s consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year Fiscal Years ended September 30March 31, 20152010 and March 31, 2011, reported on by an independent public accountants reasonably acceptable to the Administrative Agentaccounting firm. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Mesa Laboratories Inc /Co)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders members equity and cash flows as of and for the fiscal year ended September 30December 31, 20152011, reported on by Xxxxxxxxx Xxxxx & Co., Inc., independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such The financial statements described above present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Rice Energy Inc.)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of incomeoperations, stockholders stockholders’ equity and cash flows as of and for the fiscal year ended September 30December 31, 20152010, reported on by Xxxxx Xxxxxxxx LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Key Energy Services Inc)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its audited consolidated balance sheet and statements statement of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152012, all reported on by a firm of independent public accountants reasonably acceptable to the Administrative Agent. Such audited financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Magnum Hunter Resources Corp)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30, 2015, 2018 reported on by Ernst & Young LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Ugi Corp /Pa/)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152016, reported on by PriceWaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Service Corp International)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders stockholders’ equity and cash flows as of and for the fiscal year ended September 30December 31, 20152004, reported on by KPMG, LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Revolving Credit Agreement (Xto Energy Inc)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders shareholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152004, reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Bellsouth Corp)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152013, reported on by Xxxx & Associates LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Approach Resources Inc)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows (i) as of and for the fiscal year ended September 30December 31, 20152010, reported on by Ernst & Young LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Revolving Credit Facility Agreement (Convergys Corp)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152023, reported on by KPMG LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Vital Farms, Inc.)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and sheet, statements of income, stockholders equity and cash flows and pro forma information as of and for the fiscal year ended September 30May 2, 20151999, reported on by Xxxxxx Xxxxxxxx LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Smithfield Foods Inc

Financial Condition; No Material Adverse Change. (ad) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30January 31, 2015, 2015 reported on by Ernst & Young LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Chicos Fas Inc)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152011, reported on by Cherry, Bekaert & Holland, L.L.P., independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates date and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Ebix Inc)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of incomeoperations, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 2015, 2019 reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of the end of such dates fiscal year and their results of operations for such periods fiscal year on a consolidated basis in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Regeneron Pharmaceuticals, Inc.)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its the Borrower’s consolidated balance sheet and consolidated statements of income, stockholders comprehensive income, stockholders’ equity and cash flows as of and for (i) the fiscal year ended September 30December 31, 20152018, reported on by independent public accountants reasonably acceptable to Deloitte & Touche LLP. To the Administrative Agent. Such knowledge of the Borrower, such financial statements present fairly, in all material respectsrespects the consolidated financial position, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Keurig Dr Pepper Inc.)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152008, reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Cabot Oil & Gas Corp)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30January 2, 20152007, reported on by Pricewaterhouse Coopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Assignment and Assumption (Cheesecake Factory Inc)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 2015, 2010 reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Taleo Corp)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30, 20152019, reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Security Agreement (Ugi Corp /Pa/)

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Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year Fiscal Year ended September 30January 29, 20152000, reported on by PriceWaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Oneida LTD)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152017, reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Fortune Brands Home & Security, Inc.)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152010, reported on by PriceWaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Revolving Credit Agreement (Service Corporation International)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20151997, reported on by Arthxx Xxxexxxx XXX, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: R&b Falcon Corp

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152011, reported on by PricewaterhouseCoopers, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements Financial Statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Itt Educational Services Inc)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 2015, reported on by PriceWaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Service Corporation International)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders stockholders’ equity and cash flows as of and for the fiscal year ended September 30December 31, 20152017, reported on by Xxxxx & Young LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Pioneer Natural Resources Co)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders on or before the date of this Agreement its audited consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 2015, reported on by independent public accountants reasonably acceptable to the Administrative Agent2005. Such financial statements present statement presents fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Whittier Energy Corp)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 2015, 2012 reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements Financials present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Deluxe Corp)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152010, reported on by Pricewaterhouse Coopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Manitowoc Co Inc)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year and fiscal quarter ended September 30March 31, 2015, 2017 reported on by independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments.

Appears in 1 contract

Samples: Credit Agreement (Acxiom Corp)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders stockholders’ equity and cash flows as of and for the fiscal year ended September 30December 31, 20152010, reported on by Ernst & Young LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Joinder Agreement (Pioneer Natural Resources Co)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders stockholders' equity and cash flows as of and for the fiscal year ended September 30December 31, 20151999, reported on by Arthxx Xxxexxxx XXX, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries Subsidiaries, as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Huntsman Packaging of Canada LLC)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and related statements of incomeoperations, stockholders changes in shareholders’ equity and cash flows as of and for the fiscal year ended September 30December 31, 20152017, reported on certified by independent public accountants reasonably acceptable to the Administrative Agentits chief financial officer. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its the consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP, subject to audit adjustments and the absence of footnotes.

Appears in 1 contract

Samples: Revolving Credit Agreement (Teradata Corp /De/)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152018, reported on by KPMG LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Nelnet Inc)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and related statements of incomeoperations, stockholders changes in shareholders’ equity and cash flows as of and for the fiscal year ended September 30December 31, 20152017, reported on audited by independent public accountants reasonably acceptable to the Administrative Agent. PriceWaterhouseCoopers, L.L.P. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its the consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Assignment and Assumption (Teradata Corp /De/)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 2015, 2017 reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements Financials present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Deluxe Corp)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year Fiscal Year ended September 30January 27, 20152001, reported on by PriceWaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Oneida LTD)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders Bank its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year Fiscal Year ended September 30January 29, 20152000, reported on by PriceWaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Loan Agreement (Oneida LTD)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152018, reported on by BDO USA, LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Akorn Inc)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30, 2015, 2012 reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Ugi Corp /Pa/)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders on or before the date of this Agreement its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 2015, reported on by independent public accountants reasonably acceptable to the Administrative Agent2004. Such financial statements present statement presents fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Whittier Energy Corp)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152010, reported on by KPMG LLC, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Carriage Services Inc)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30, 20152023, reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Ugi Corp /Pa/)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 29, 20152009, reported on by Pricewaterhouse Coopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Assignment and Assumption (Cheesecake Factory Inc)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and related statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152005, reported on by Hein & Associates LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial xxxxncial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Appears in 1 contract

Samples: Counterpart Agreement (Gasco Energy Inc)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152019, reported on by KPMG LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Assignment and Assumption

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders members’ equity and cash flows as of and for the fiscal year ended September 30December 31, 20152011, reported on by PriceWaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Forest Oil Corp)

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152002, reported on by KPMG, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Cumulus Media Inc)

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