Financial Statements Cooperation. From and after the date hereof (including after the Closing Date), to the extent reasonably requested by Buyer, H&H Group and its Affiliates shall reasonably and timely cooperate with Buyer's efforts to prepare (in accordance, as applicable, with an engagement letter contemplated to be executed between Buyer and BDO USA, LLP on or about the date hereof, which shall be in substantially the same form as previously provided to H&H Group), the historical and pro forma financial statements of Newco and the Sold Subsidiaries as of and for periods prior to the Closing Date that Buyer is required to file with the United States Securities and Exchange Commission with respect to Newco, the Company and the Sold Subsidiaries after the Closing Date. Such cooperation shall include providing reasonable audit support and documentation, reasonable access to employees of H&H Group and its Affiliates and coordination with outside parties, including but not limited to legal counsel and insurance broker; provided, however, that, (a) the cooperation of H&H Group and its Affiliates shall be provided during regular business hours and shall not unreasonably interfere with the business or operations of H&H Group or its Affiliates and shall be at the sole cost and expense of Buyer (and any fees and expenses incurred in connection therewith shall not be Seller Transaction Expenses and shall be promptly reimbursed by Buyer, including in the event of termination of this Agreement by either Buyer or H&H Group as provided in Section 8.01) and (b) H&H Group and its Affiliates shall have no obligation to retain or engage any third party accountants or other outside advisors in connection with such cooperation and shall not otherwise be required to execute or deliver any certificates regarding such financial statements or make any representations, warranties or covenants or deliver any legal opinions or certificates in support thereof or in connection therewith, other than, to the extent necessary, customary insurance certificates and legal audit letters, and similar customary documentation. Without limiting the obligations of H&H Group and its Affiliates under this Section 6.07, Buyer hereby acknowledges and agrees that Buyer's obligation to consummate the transactions contemplated by this Agreement shall in no way be conditioned on, or subject to, the preparation or delivery of any such financial statements.
Financial Statements Cooperation. (a) Upon Xxxxxxxx’s written request in connection with any financing, refinancing or sale of the Development, Tenant shall promptly (and in any event within twenty (20) days after written request has been sent by Landlord) furnish Landlord the Tenant’s most recent financial statements reflecting Xxxxxx’s financial condition, which financial statements shall be in the same or similar form and contain the same information provided to Landlord in connection with and prior to the execution of this Lease. At any time that Xxxxxx’s affiliate is a direct or indirect equity holder in Landlord, with respect to the financial statements provided to Landlord, only the Board Representatives of Landlord shall be entitled to review such financial statements on behalf of Landlord.
Financial Statements Cooperation. (a) Subject to subsection (b) below, upon Landlord’s written request, Tenant shall promptly furnish Landlord, from time to time, with Tenant’s financial statements reflecting Tenant’s current financial condition. Landlord shall use all of its reasonable efforts to maintain the confidentiality of such statements, provided same may be disclosed to Landlord’s agents, attorneys and accountants and to Landlord’s owners, prospective owners, lenders and prospective lenders, but Landlord shall advise each recipient of such obligation regarding the confidentially of such statements.
Financial Statements Cooperation. (a) The Sellers shall promptly deliver to Apollo, within twenty-five (25) days of the end of each month from the date hereof and until the Closing, an unaudited consolidated balance sheet of each of the Acquired Companies, together with the related unaudited consolidated statement of income and changes in members’ equity for the fiscal period then ended, accompanied by a column detailing the assets, liabilities, revenue and expenses of the Excluded RCS Business and a column detailing the revenue and expenses associated with the Marketing/Event Business to be transferred to a Subject Company prior to the Closing.
Financial Statements Cooperation. (c) The Sellers shall promptly deliver to Apollo, within twenty-five (25) days of the end of each month from the date hereof and until the Closing (or, in the case of StratCap, until the closing of the sale of StratCap pursuant to Section 1.5(e)), an unaudited consolidated balance sheet of each of the Acquired Companies, together with the related unaudited consolidated statement of income and changes in members’ equity for the fiscal period then ended, accompanied by a column detailing the assets, liabilities, revenue and expenses of the Excluded RCS Business and a column detailing the revenue and expenses associated with the Marketing/Event Business to be transferred to a Subject Company prior to the Closing.
Financial Statements Cooperation. (a) From the date hereof until the Closing Date or the earlier valid termination of this Agreement, the Company shall, at Buyer’s sole cost and expense, use commercially reasonable efforts to (i) prepare the Requested Financial Statements, (ii) cause the independent public accounting firm that prepared the Year-End Financial Statements (the “Auditor”) to audit the Requested Financial Statements, (iii) provide information (financial or otherwise) relating to itself and its Subsidiaries to the extent required under Rule 3-05 of Regulation S-X with respect to significant acquisitions in connection with, or related to, offerings conducted relying on the Guarantor’s Registration Statement on Form F-3 and any related prospectus supplement or other filing or submission with the SEC and Canadian securities regulatory authorities (collectively, the “Registration Statement”), (iv) cause the Auditor to consent to the inclusion or incorporation of their audit reports and opinions with respect to the Requested Financial Statements in the Registration Statement and (v) cooperate and make available, on a customary and reasonable basis and upon reasonable notice, appropriate personnel, including representatives and advisors of the Company and the Auditor, and documents and information, in each case, as may be reasonably requested by Bxxxx and its representatives and advisors in connection with offerings conducted relying on the Registration Statement.
Financial Statements Cooperation. (h) If requested by AMH, ARC will prepare and deliver, or cause to be prepared and delivered, to AMH, at AMH’s expense, each of the following (the “Required Financial Statements”):
Financial Statements Cooperation. To the extent reasonably requested by Purchaser, the Company and its Affiliates shall reasonably cooperate with Purchaser’s efforts to prepare financial statements of the Company and its Subsidiaries as are required by Purchaser to satisfy any public filing requirements which will be applicable to the Company and its Subsidiaries after the Closing Date; provided, however, that, (a) the cooperation of the Company and its Subsidiaries shall be provided during regular business hours and shall not unreasonably interfere with the business or operations of the Company or its Subsidiaries and shall be at the sole cost and expense of Purchaser (and any fees and expenses incurred in connection therewith shall not be Transaction Expenses and shall be promptly reimbursed by Purchaser) and (b) the Company and its Subsidiaries shall have no obligation to retain or engage any third party accountants or other outside advisors in connection with such cooperation and shall not otherwise be required to execute or deliver any certificates regarding such financial statements or make any representations, warranties or covenants or deliver any legal opinions or certificates in support thereof or in connection therewith. Purchaser’s obligation to consummate the transactions contemplated by this Agreement shall in no way be conditioned on, or subject to, the preparation or delivery of any such financial statements.
Financial Statements Cooperation. Xxxx agrees to deliver, and to cause its -------------------------------- advisors, representatives and agents to deliver, to Security Capital, as soon as reasonably practicable, after December 31, 2001, such financial and other information with respect to 2001 as Security Capital may reasonably request for Security Capital to comply with its reporting obligations under applicable securities laws, including without limitation, causing its auditors to provide their written consent to the inclusion of Xxxx financial information in Security Capital securities filings.
Financial Statements Cooperation. Carr agrees to deliver, and to cause its axxxxors, representatives and agents to deliver, to Security Capital, as soon as reasonably practicable, after December 31, 2001, such financial and other information with respect to 2001 as Security Capital may reasonably request for Security Capital to comply with its reporting obligations under applicable securities laws, including without limitation, causing its auditors to provide their written consent to the inclusion of Carr financial information in Security Capxxxx securities filings.
