Financial Statements; Liabilities; Accounts Receivable; Inventories. (a) Attached hereto as Schedule 3.2.6(a) are true and complete copies of Susanville’s unaudited financial statements as of and for the year ended June 30, 2010, All of such Financial Statements fairly present in all material respects the financial condition, results of operations and cash flows of Susanville for the dates or periods indicated thereon. All of such Financial Statements have been prepared in accordance with GAAP, applied on a consistent basis throughout the periods indicated; provided, that such Financial Statements do not include normal year-end accruals or footnote disclosures, which shall not be material in the aggregate. (b) Except as otherwise set forth in Schedule 3.2.6(b), the accounts receivable reflected on the balance sheet as of the Balance Sheet Date included in the Financial Statements and all of Susanville’s accounts receivable arising since the Balance Sheet Date arose from bona fide transactions in the ordinary course of business, and the goods and services involved have been sold, delivered and performed to the account obligors, and no further filings (with governmental agencies, insurers or others) are required to be made. (c) Except as otherwise set forth in Schedule 3.2.6(c), the Inventory of Susanville as of the Closing Date shall consist of items of a quality, condition and quantity consistent with normal seasonally-adjusted Inventory levels of Susanville and be usable and saleable in the ordinary and usual course of business for the purposes for which intended. Except as otherwise set forth in Schedule 3.2.6(c), Susanville’s Inventory is valued on its books of account in accordance with GAAP at the lower of cost or market, and the value of obsolete materials, materials below standard quality and slow-moving materials have been written down in accordance with GAAP. (d) Susanville currently (i) makes and keeps books and records within a reasonably acceptable accounting policies and procedures and (ii) maintains internal accounting controls that provide reasonable assurance that (A) transactions are executed in accordance with management’s authorization, (B) transactions are recorded as necessary to permit preparation of its financial statements in accordance with GAAP and to maintain accountability for its assets, (C) access to its assets is permitted only in accordance with appropriate management’s authorization, and (D) the reported accountability for its assets is compared with existing assets at reasonable intervals.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Laidlaw Energy Group, Inc.), Purchase and Sale Agreement (Laidlaw Energy Group, Inc.)
Financial Statements; Liabilities; Accounts Receivable; Inventories. (a) Attached hereto as Schedule 3.2.6(a) are true and complete copies of Susanville’s 's unaudited financial statements as of and for the year ended June 30, 2010, All of such Financial Statements fairly present in all material respects the financial condition, results of operations and cash flows of Susanville for the dates or periods indicated thereon. All of such Financial Statements have been prepared in accordance with GAAP, applied on a consistent basis throughout the periods indicated; provided, that such Financial Statements do not include normal year-end accruals or footnote disclosures, which shall not be material in the aggregate.
(b) Except as otherwise set forth in Schedule 3.2.6(b), . the accounts receivable reflected on the balance sheet as of the Balance Sheet Date included in the Financial Statements and all of Susanville’s 's accounts receivable arising since the Balance Sheet Date arose from bona fide transactions in the ordinary course of business, and the goods and services involved have been sold, delivered and performed to the account obligors, and no further filings (with governmental agencies, insurers or others) are required to be made.
(c) Except as otherwise set forth in Schedule 3.2.6(c), the Inventory of Susanville as of the Closing Date shall consist of items of a quality, condition and quantity consistent with normal seasonally-adjusted Inventory levels of Susanville and be usable and saleable in the ordinary and usual course of business for the purposes for which intended. Except as otherwise set forth in Schedule 3.2.6(c), Susanville’s 's Inventory is valued on its books of account in accordance with GAAP at the lower of cost or market, and the value of obsolete materials, materials below standard quality and slow-moving materials have been written down in accordance with GAAP.
(d) Susanville currently (i) makes and keeps books and records within a reasonably acceptable accounting policies and procedures and (ii) maintains internal accounting controls that provide reasonable assurance that (A) transactions are executed in accordance with management’s 's authorization, (B) transactions are recorded as necessary to permit preparation of its financial statements in accordance with GAAP and to maintain accountability for its assets, (C) access to its assets is permitted only in accordance with appropriate management’s 's authorization, and (D) the reported accountability for its assets is compared with existing assets at reasonable intervals.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Laidlaw Energy Group, Inc.), Purchase and Sale Agreement (Laidlaw Energy Group, Inc.)