Common use of Financial Statements; Financial Condition; Undisclosed Liabilities Clause in Contracts

Financial Statements; Financial Condition; Undisclosed Liabilities. (a) The audited consolidated balance sheet of the Borrower and its Subsidiaries at December 31, 2016 and the related consolidated statements of income and cash flows and changes in shareholders’ equity of the Borrower and its Subsidiaries for the fiscal year of the Borrower ended on such date and the unaudited consolidated balance sheets of the Borrower and its Subsidiaries at the end of the Quarter ended September 30, 2017 and the related consolidated statements of income and cash flows and changes in shareholders’ equity of the Borrower and its Subsidiaries for the Fiscal Quarter then ended, in each case furnished to the Lenders prior to the Closing Date, present fairly in all material respects the consolidated financial position of the Borrower and its Subsidiaries at the date of said financial statements and the results for the respective periods covered thereby. All such financial statements have been prepared in accordance with U.S. GAAP consistently applied except to the extent provided in the notes to said financial statements and subject, in the case of the unaudited financial statements, to normal year-end audit adjustments (all of which are of a recurring nature and none of which, individually or in the aggregate, would be material) and the absence of footnotes.

Appears in 3 contracts

Samples: Term Loan Agreement (Owens Corning), Term Loan Agreement (Owens Corning), Term Loan Agreement (Owens Corning)

AutoNDA by SimpleDocs

Financial Statements; Financial Condition; Undisclosed Liabilities. (a) The (i) audited consolidated balance sheet sheets of the Borrower and its Subsidiaries at for its fiscal year ended on December 31, 2016 2001 and the related audited consolidated statements of income and income, cash flows and changes in shareholders' equity of the Borrower and its Subsidiaries for the its fiscal year of the Borrower ended on such date date, and the (ii) unaudited consolidated balance sheets of the Borrower and its Subsidiaries at the end of the Quarter for its fiscal quarter ended September 30, 2017 2002 and the related unaudited consolidated statements of income and income, cash flows and changes in shareholders' equity of the Borrower and its Subsidiaries for the Fiscal Quarter then endedits fiscal quarter ended on such date, in each case copies of which have been furnished to the Lenders prior to the Closing Initial Borrowing Date, present fairly in all material respects the consolidated financial position of the Borrower and its Subsidiaries at the date dates of said financial statements such balance sheets and the consolidated results of the operations of the Borrower and its Subsidiaries for the respective periods covered thereby. All such interim monthly financial statements furnished prior to the Initial Borrowing Date present fairly the consolidated results of the operations of the Borrower and its Subsidiaries for the periods covered thereby. All of the foregoing historical financial statements have been prepared in accordance with U.S. GAAP generally accepted accounting principles consistently applied except to the extent provided in the notes to said financial statements and subject(except, in the case of the unaudited aforementioned interim financial statements, to for normal year-end audit adjustments (all of which are of a recurring nature and none of which, individually or in the aggregate, would be material) adjustment and the absence of footnotes).

Appears in 2 contracts

Samples: Credit Agreement (First Horizon Pharmaceutical Corp), Credit Agreement (First Horizon Pharmaceutical Corp)

Financial Statements; Financial Condition; Undisclosed Liabilities. (a) (i) The audited consolidated balance sheet sheets of the Borrower and its Subsidiaries at December 31, 2014, December 31, 2015 and December 31, 2016 and the related consolidated statements of income and cash flows and changes in shareholders’ stockholder’s equity of the Borrower and its Subsidiaries for the three fiscal year years of the Borrower ended on such date and the unaudited consolidated balance sheets of the Borrower and its Subsidiaries at the end of the Quarter ended September 30, 2017 and the related consolidated statements of income and cash flows and changes in shareholders’ equity of the Borrower and its Subsidiaries for the Fiscal Quarter then endeddates, in each case furnished to the Administrative Agent for delivery to the Lenders prior to the Closing Date, present fairly in all material respects the consolidated financial position of the Borrower and its Subsidiaries at the dates of said financial statements and the results of operations for the respective periods covered thereby except as set forth on Schedule 3.05 and (ii) the unaudited consolidated balance sheet of the Borrower as at September 30, 2017 and the related consolidated statements of income and cash flows and changes in stockholders’ equity of the Borrower for the nine-month period ended on such date, in each case furnished to the Lenders prior to the Closing Date, present fairly in all material respects the consolidated financial condition of the Borrower and its Subsidiaries at the date of said financial statements and the results of operations for the respective periods covered thereby, subject to normal year-end adjustments and the absence of footnotes. All such financial statements have been prepared in accordance with U.S. GAAP consistently applied except to the extent provided in the notes to said financial statements and subject, in the case of the unaudited financial statements, to normal year-end audit adjustments (all of which are of a recurring nature and none of which, individually or in the aggregate, would be material) and the absence of footnotes.

Appears in 2 contracts

Samples: First Lien Security Agreement (Walter Investment Management Corp), Credit Agreement (Walter Investment Management Corp)

Financial Statements; Financial Condition; Undisclosed Liabilities. (a) (i) The audited consolidated balance sheet sheets of the Borrower and its Subsidiaries at December 31, 2016 2010, December 31, 2011 and December 31, 2012 and the related consolidated statements of income and cash flows and changes in shareholders’ stockholder’s equity of the Borrower and its Subsidiaries for the three fiscal year years of the Borrower ended on such date and the unaudited consolidated balance sheets of the Borrower and its Subsidiaries at the end of the Quarter ended September 30, 2017 and the related consolidated statements of income and cash flows and changes in shareholders’ equity of the Borrower and its Subsidiaries for the Fiscal Quarter then endeddates, in each case furnished to the Administrative Agent for delivery to the Lenders prior to the Closing Date, present fairly in all material respects the consolidated financial position of the Borrower and its Subsidiaries at the dates of said financial statements and the results of operations for the respective periods covered thereby and (ii) the unaudited consolidated balance sheet of the Borrower as at September 30, 2013 and the related consolidated statements of income and cash flows and changes in stockholders’ equity of the Borrower for the nine-month period ended on such date, in each case furnished to the Lenders prior to the Closing Date, present fairly in all material respects the consolidated financial condition of the Borrower and its Subsidiaries at the date of said financial statements and the results of operations for the respective periods covered thereby, subject to normal year-end adjustments and the absence of footnotes. All such financial statements have been prepared in accordance with U.S. GAAP consistently applied except to the extent provided in the notes to said financial statements and subject, in the case of the unaudited financial statements, to normal year-end audit adjustments (all of which are of a recurring nature and none of which, individually or in the aggregate, would be material) and the absence of footnotes.

Appears in 1 contract

Samples: Credit Agreement (Walter Investment Management Corp)

Financial Statements; Financial Condition; Undisclosed Liabilities. (a) (I) The audited consolidated balance sheet sheets of the Borrower and Company for its Subsidiaries at fiscal years ended December 31, 2016 2013 and December 31, 2014 and the related consolidated statements of income and cash flows and changes in shareholders’ equity of the Borrower Company for its fiscal years ended December 31, 2013 and its Subsidiaries for the fiscal year December 31, 2014, copies of the Borrower ended on such date and the unaudited consolidated balance sheets of the Borrower and its Subsidiaries at the end of the Quarter ended September 30, 2017 and the related consolidated statements of income and cash flows and changes in shareholders’ equity of the Borrower and its Subsidiaries for the Fiscal Quarter then ended, which were in each case furnished to the Lenders prior to the Closing Effective Date, present fairly in all material respects the consolidated financial position of the Borrower Company and its Subsidiaries at the date of said financial statements and the results for the respective periods covered thereby; and (II) the unaudited consolidated balance sheet of the Company for its fiscal quarter ended March 31, 2015 and the related consolidated statements of income and cash flows of the Company for the three-month period ended on such date, copies of which were furnished to the Lenders prior to the Effective Date, present fairly in all material respects the consolidated financial condition of the Company and its Subsidiaries as at the date of said financial statements and the consolidated results of their operations for the period covered thereby, subject to normal year-end adjustments and the absence of footnotes. All such consolidated financial statements have been prepared in accordance with U.S. GAAP consistently applied throughout the periods involved (except to the extent provided as set forth in the notes thereto or as otherwise disclosed in writing by the Company to said financial statements the Lenders) and subject, in the case of the unaudited financial statements, to normal year-end audit adjustments (all of which are of a recurring nature and none of which, individually or in the aggregate, would be material) and the absence of footnotes.

Appears in 1 contract

Samples: Security Agreement (Tesla Motors Inc)

AutoNDA by SimpleDocs

Financial Statements; Financial Condition; Undisclosed Liabilities. (a) (i) The audited consolidated balance sheet of the Borrower and its Subsidiaries Company at December 31, 2015 and December 31, 2014 and the related consolidated statements of income and cash flows and changes in shareholders’ equity of the Company for the Fiscal Years ended on such dates, in each case furnished to the Lenders prior to the Effective Date, present fairly in all material respects the consolidated financial position of the Company at the date of said financial statements and the results for the respective periods covered thereby and (ii) the unaudited consolidated balance sheet of the Company at June 30, 2016 and the related consolidated statements of income and cash flows and changes in shareholders’ equity of the Borrower and its Subsidiaries Company for the fiscal year of the Borrower three-month period ended on such date and the unaudited consolidated balance sheets of the Borrower and its Subsidiaries at the end of the Quarter ended September 30date, 2017 and the related consolidated statements of income and cash flows and changes in shareholders’ equity of the Borrower and its Subsidiaries for the Fiscal Quarter then ended, in each case furnished to the Lenders prior to the Closing Effective Date, present fairly in all material respects the consolidated financial position condition of the Borrower and its Subsidiaries Company at the date of said financial statements and the results for the respective periods period covered thereby, subject to normal year end adjustments. All such financial statements have been prepared in accordance with U.S. GAAP consistently applied except to the extent provided in the notes to said financial statements and subject, in the case of the unaudited financial statements, to normal year-end audit adjustments (all of which are of a recurring nature and none of which, individually or in the aggregate, would be material) and the absence of footnotes.

Appears in 1 contract

Samples: Credit Agreement (CVR Partners, Lp)

Financial Statements; Financial Condition; Undisclosed Liabilities. (a) The audited consolidated balance sheet of the Borrower and its Subsidiaries at December 31, 2016 and the related consolidated statements of income and cash flows and changes in shareholders’ equity of the Borrower and its Subsidiaries for the fiscal year of the Borrower ended on such date and the unaudited consolidated balance sheets of the Borrower and its Subsidiaries at the end of the Quarter ended September 30March 31, 2017 and the related consolidated statements of income and cash flows and changes in shareholders’ equity of the Borrower and its Subsidiaries for the Fiscal Quarter then ended, in each case furnished to the Lenders prior to the Closing Date, present fairly in all material respects the consolidated financial position of the Borrower and its Subsidiaries at the date of said financial statements and the results for the respective periods covered thereby. All such financial statements have been prepared in accordance with U.S. GAAP consistently applied except to the extent provided in the notes to said financial statements and subject, in the case of the unaudited financial statements, to normal year-end audit adjustments (all of which are of a recurring nature and none of which, individually or in the aggregate, would be material) and the absence of footnotes.

Appears in 1 contract

Samples: Term Loan Agreement (Owens Corning)

Time is Money Join Law Insider Premium to draft better contracts faster.