Financial Statements; Audit. (a) The Buyer (together with Buyer’s Accountants) shall have prepared audited, consolidated financial statements of the Company that meet the requirements of Item 9.01(a) of Form 8-K for the period required by Rule 3-05(b) of Regulation S-X promulgated by the Securities and Exchange Commission, and Buyer’s Accountants shall have consented to Buyer’s use of the Company’s audited consolidated financial statements with respect to any of the Buyer’s filings under the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended.
(b) The Buyer (together with Buyer’s Accountants) shall have conducted an audit of Seller’s Accountants work in reviewing the Company’s financial statements for the three year period ended September 30, 2006, the results of which shall be reasonably satisfactory to Buyer and shall have evidenced whether (i) there are no material changes to the corresponding information contained in the financial statements prepared by the Company and reviewed by Seller’s Accountants with respect to such three year period and (ii) the information obtained as a result of such audit of the Company’s financial statements at September 30, 2006 is consistent with corresponding information contained in the Interim Financial Statements (as at May 31, 2007).
Financial Statements; Audit. At the Company's expense, the Company shall cause its certified independent accountants (the "Company's Accountant") to conduct and complete an independent audit of the Interim Financial Statements (the "Audit") pursuant to generally accepted accounting principles. The Company shall have delivered to Buyer an unqualified opinion of the Company's Accountant, in a form and substance reasonably satisfactory to Buyer, certifying the Audit.
Financial Statements; Audit. Following the Closing, Seller shall deliver by no later than June 30, 2006, audited financial statements for the Business in accordance with GAAP including all notes thereto for the year ended December 31, 2005 (including the balance sheet of the Business as of such date, and the related statements of income, cash flows and stockholders’ equity for the period, together with all notes thereto, collectively, “Audited Financial Statements”). By no later than July 31, 2006, Seller shall deliver Audited Financial Statements for the Business for the years ended December 31, 2004 and December 31, 2003. In addition to the Audited Financial Statements, Seller shall deliver such quarterly Back to Contents unaudited data as Purchaser may reasonably request. The fees of the independent auditing firm engaged to perform the audit as shall be reasonable and customary and borne by Purchaser. Seller shall keep Purchaser apprised and informed of the progress of any such audit, and involve Purchaser in discussions with Seller’s independent auditing firm conducting such audit. SECTION 5.14 […]
Financial Statements; Audit. At Advantage's expense, -------------------------- Advantage shall cause its certified independent accountants (the "Advantage's Accountant") to conduct and complete an independent audit of the Financial Statements (the "Audit") pursuant to generally accepted accounting principles. Advantage shall have delivered to Buyer an unqualified opinion of Advantage's Accountant, in a form and substance reasonably satisfactory to Buyer, certifying the Audit.
Financial Statements; Audit. Parent shall have received from Sorrento the Sorrento Financial Statements no later than ten (10) days prior to the Closing Date and such Sorrento Financial Statements shall be prepared in accordance with GAAP and shall be acceptable to Parent, in Parent’s reasonable discretion, in form and substance. The Sorrento Financial Statements, taken as a whole, shall not evidence any Material Adverse Effect on the financial condition of Sorrento since the date of this Agreement.
Financial Statements; Audit. Parent shall have received from Kidville the audited financial statements of the Kidville Group for the financial years ended December 31, 2006 and December 31, 2007, together with any notes thereto having been prepared in accordance with GAAP consistently applied on a consolidated basis (the “Kidville Audited Financial Statements”), which except for the effects of including financial notes thereto consistent with GAAP and the year-end audit shall not be materiality inconsistent with the Kidville Financial Statements for the financial year ended December 31, 2006 and December 31, 2007.
Financial Statements; Audit. Upon Customer's request, FICI will provide to Customer copies of the most recent audited financial statements of First Independent Computers, Inc., the most recent unaudited financial statements of FICI and the most recent independent audit of FICI's data processing functions.
Financial Statements; Audit. Buyer will keep and maintain accurate books and records adequate for Seller to ascertain the amounts payable to Seller pursuant to Section 1.3(a) hereof for a period of two (2) years from the end of each quarter when such amounts are payable. In connection therewith, promptly after the end of each calendar quarter after the Closing Date through June 30, 2008, and promptly after the end of the six-month periods ending December 31, 2008, June 30, 2009, December 31, 2009, and June 30, 2010, Buyer will deliver to Seller a report setting forth sufficient detail to accurately ascertain the amounts payable to Seller pursuant to Section 1.3(a) hereof for the applicable quarter or six-month period. Such bi-annual reports will continue to be delivered after June 30, 2010 to the extent that material payments continue to be due under this Agreement subsequent to such date. Buyer will furnish Seller with such report whether or not any amounts are payable by Buyer to Seller for such quarter or six-month period. Seller will have the right to audit the books and records of Buyer relating to such payments for the sole purpose of verifying such amounts, not more than once per calendar year upon providing at least sixty (60) days prior written notice to Buyer. All such audits will be conducted during reasonable business hours of Buyer, and in a manner that does not unreasonably interfere with Buyer's normal business activities, by an independent certified public accountant or equivalent (the "AUDITOR"). Except for a statement of the payments due pursuant to this Agreement, the Auditor will not disclose any information learned during the audit to Seller. Any such audit will be conducted at Seller's expense unless such audit reveals a deficiency of 10% or more in payments due to Seller, in which case Buyer shall reimburse Seller for the reasonable cost of such audit.
Financial Statements; Audit. As soon as practicable, but not later than thirty (30) days after the end of each month, the Management Committee shall furnish each Partner with an unaudited balance sheet and an unaudited statement of income or loss for the month and year to date, all in reasonable detail, setting forth in each case in comparative form the figures for the corresponding period (or periods) of the previous fiscal year. The Management Committee shall annually and upon dissolution under Section 15, appoint Accountants to examine the Partnership's financial statements as of the end of such fiscal year or upon dissolution and to render its opinion as to whether those financial statements present fairly the financial position and results of operations and statement of cash flow of the Partnership. Each Partner shall be furnished with a copy of such audited financial statements and the Accountants' opinion within ninety (90) days after the end of each fiscal year of the Partnership or after dissolution. Each Partner shall have the right, at its sole expense, to review and verify all charges made for services rendered or goods sold to the Partnership by any Partner or any Affiliate of a Partner. Upon the request of either Partner, the other shall prepare and submit to the requesting Partner (but not more often than semi-annually) a certification detailing and itemizing such charges during such period of time as specified in the request and verifying the truth, completeness and accuracy thereof ("Certification"). The review and verification may include audits by such independent certified public accountants as the Partner conducting the review deems advisable. Upon request, each Partner or such Partner's Affiliate shall make all records relating to the charges in question available to the Partner doing the review, or its representatives, during normal business hours at such Partner's or such Partner's Affiliate's principal place of business.
Financial Statements; Audit. BNB shall cause, at its own expense, BKD, LLP to perform an audit of the consolidated financial statements of BNB for the fiscal year ended December 31, 2014, consisting of a consolidated balance sheet and the related consolidated statements of income and shareholders’ equity and cash flows in accordance with generally accepted accounting principles (the “Audit”). BNB shall cause the Audit to be completed no later than February 15, 2015 and provide a copy of the Audit to LCNB upon completion.
