Financial Statements and Taxes Sample Clauses

Financial Statements and Taxes. (a) Prior to the Effective Time, the Company will furnish Wireless with the unaudited balance sheets at December 31, 2000 and December 31, 2001 and the related statements of income and statements of stockholders' equity of the Company for each of the two fiscal years ended December 31, 2001 (the "ANNUAL FINANCIAL STATEMENTS").
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Financial Statements and Taxes. The balance sheet and income statement of the Base Business as of and for the year ended December 31, 1994 and the ten months ended October 31, 1995 attached hereto as Schedule 4.7 (the "Financial Statements") are (i) in accordance with the books of account and records of Seller, (ii) fair presentations of the financial condition and the results of operations as of the dates and for the periods indicated and (iii) prepared in accordance with generally accepted accounting principles applied on a consistent basis throughout the periods covered thereby (except as specified therein and except for the lack of footnotes, and in the case of interim Financial Statements subject to year-end audit adjustments consisting only of normally recurring accruals which in the aggregate are not material). The Base Business is not subject to any liability or obligation (whether absolute, accrued, contingent or otherwise) which is not shown or provided for on the Financial Statements or on Schedule 4.7 except which has been incurred in the ordinary course of business since the date of such financial statements or which are not Assumed Liabilities. All federal, foreign, state, county and other tax returns, reports and declarations of every nature (including income, employment, excise, property, sales and use taxes) required to be filed by or on behalf of Seller (as related to the Base Business) and the Base Business have been filed and such returns are complete and accurate in all material respects and disclose all taxes required to be paid for the periods covered thereby. All taxes shown on such returns as being owed by the Seller (as related to the Base Business) and the Base Business and any deficiency assessments, penalties and interest have been paid or set aside for payment. All tax payments related to employees, including income tax withholding, FICA, FUTA, unemployment and worker's compensation, required to be made by Seller (relating to the Base Business) and the Base Business have been fully and properly paid, withheld, accrued or recorded.
Financial Statements and Taxes. NuZee JP has kept all books and records since inception and such financial statements have been prepared in accordance with Japanese Generally Accepted Accounting Principles ("J-GAAP") consistently applied throughout the periods involved. The balance sheets are true and accurate and present fairly as of their respective dates the financial condition of NuZee JP. As of the date of such balance sheets, except as and to the extent reflected or reserved against therein, including but not limited to any previous tax liability NuZee JP had no liabilities or obligations (absolute or contingent) which should be reflected in the balance sheets or the notes thereto prepared in accordance with J-GAAP, and all assets reflected therein are properly reported and present fairly the value of the assets of NuZee JP, in accordance with J-GAAP. The statements of operations, stockholders' equity and cash flows reflect fairly the information required to be set forth therein by J-GAAP. NuZee JP has duly allowed for all taxation reasonably foreseeable and NuZee JP has made any and all proper declarations and returns for taxation purposes and all information contained in such declarations and returns is true and complete and full provision or reserves have been made in its financial statements for all governmental fees and taxation. The books and records, financial and otherwise, of NuZee JP are, in all material aspects, complete and correct and have been maintained in accordance with good business and accounting practices. All of NuZee JP's assets are reflected on its financial statements, and NuZee JP has no material liabilities, direct or indirect, matured or unmatured, contingent or otherwise which is not reflected on its financial statements.
Financial Statements and Taxes. (i) BC Co’s Financial Statements have, in each case, been prepared in accordance with IFRS consistently applied throughout the periods referred to therein and present fairly, in all material respects, the financial position (including the assets and liabilities, whether absolute, contingent or otherwise as required by IFRS) of BC Co as at such dates and the results of its operations and its cash flows for the periods then ended and contain and reflect adequate provisions or allowance for all reasonably anticipated liabilities, expenses and losses of BC Co in accordance with IFRS and there has been no change in accounting policies or practices of BC Co since December 31, 2014;
Financial Statements and Taxes. Upon Lender’s request, provide Lender with, or cause Lender to be provided with, the following:
Financial Statements and Taxes. Arista has kept all books and records since inception and its financial statements have been prepared in accordance with U.S. GAAP consistently applied throughout the periods involved. The balance sheets are true and accurate in all material respects and present fairly as of their respective dates the financial condition of Arista. As of the date of such balance sheets, except as and to the extent reflected or reserved against therein, including but not limited to any previous tax liability, Arista had no liabilities or obligations (absolute or contingent) which should be reflected in the balance sheets or the notes thereto prepared in accordance with U.S. GAAP. The statements of operations, stockholders’ equity and cash flows reflect fairly the information required to be set forth therein by U.S. GAAP in all material respects. Arista has paid all taxes of whatever nature, including all assessments, re-assessments, governmental charges, penalties, interest and fines due and payable by it, to the extent such taxes have become due or have been alleged to be due and Arista is not aware of any tax deficiencies or interest or penalties accrued or accruing, or alleged to be accrued or accruing, thereon with respect to itself.
Financial Statements and Taxes. (a) Escalade has furnished Mentor Graphics with copies of financial statements for Escalade which include income statements for all fiscal years since its inception and balance sheets for each year end, statements of changes in financial position, additional paid-in capital and retained earnings, since its inception and all federal and state tax returns, for the fiscal and calendar years since its inception. Except as otherwise disclosed to Mentor Graphics in writing prior to the date of this Agreement, such financial statements (i) are in accordance with the books and records of Escalade, (ii) are correct and complete, and (iii) present fairly the financial position and the results of operations of Escalade as of the respective dates indicated in accordance with generally accepted accounting principles applied on a consistent basis. Escalade does not have any material liability (absolute or contingent) which is not reflected in or shown on its balance sheet as of March 31, 2000 or in the notes to such statement (Escalade Balance Sheet). All the receivables of Escalade arose or will arise out of the sale of products in the ordinary course of business and have been collected or are collectible in amounts not less than the amounts carried on the books of Escalade net of any bad debt reserve reflected on the Escalade Balance Sheet. There are no offsets or other claims alleged which would materially reduce such amounts collectible on the receivables.
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Financial Statements and Taxes. 8.4.1 The ACQUIRED BUSINESS Consolidated Effective Date Financial Statements ("EDFS") present fairly in all material respects the assets, financial condition and results of operation of the ACQUIRED BUSINESS ("Vermogens-, Finanz- und Ertragslage") as of the EFFECTIVE DATE.
Financial Statements and Taxes. (i) Pubco’s Financial Statements have, in each case, been prepared in accordance with IFRS consistently applied throughout the periods referred to therein and present fairly, in all material respects, the financial position (including the assets and liabilities, whether absolute, contingent or otherwise as required by IFRS) of Pubco as at such dates and the results of its operations and its cash flows for the periods then ended and contain and reflect adequate provisions or allowance for all reasonably anticipated liabilities, expenses and losses of Pubco in accordance with IFRS and there has been no change in accounting policies or practices of Pubco since December 31, 2017;
Financial Statements and Taxes. (i) BC Co is a taxable Canadian corporation for Canadian tax purposes and all Taxes due and payable or required to be collected or withheld and remitted, by BC Co and NewCo have been paid, collected or withheld and remitted as applicable (except where failure to do so would not be Materially Adverse). All tax returns, declarations, remittances and filings required to be filed by BC Co and NewCo have been filed with all appropriate Government Agencies and all such returns, declarations, remittances and filings are complete and accurate and no material fact or facts have been omitted therefrom which would make any of them misleading (except for such Tax returns and reports with respect to which the failure to timely file would not be Materially Adverse). BC Co has not received notice of any examination of any tax return of BC Co or NewCo, and to the knowledge of BC Co, no such examination is currently in progress by any Government Agency and there are no issues or disputes outstanding with any Government Agency respecting any Taxes that have been paid, or may be payable, by BC Co or NewCo. There are no agreements, waivers or other arrangements with any taxation authority providing for an extension of time for any assessment or reassessment of Taxes with respect to BC Co or NewCo;
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