Financial Statements; Material Changes Sample Clauses
Financial Statements; Material Changes. (a) Included in the SEC Documents are the audited financial statements for June 30, 2015 and for the calendar year 2014 and 2013 of DanDrit, and the related statement of operations, stockholders’ equity (deficit) and cash flows for the period from January 1 - June 30, 2015, together with the unqualified report thereon of ▇▇▇▇▇▇▇ and Associates LLC, independent auditors (collectively, “DanDrit’s Audited Financials”) and DanDrit’s unaudited financial statements for the three-month period ended December 31, 2015, which have been reviewed by ▇▇▇▇▇▇▇ and Associates LLC (“DanDrit’s Interim Financials”).
(b) DanDrit’s Audited Financials and DanDrit’s Interim Financials (collectively “DanDrit’s Financial Statements”) (i) are consistent with the books and records of DanDrit, (ii) fairly present in all material respects, the financial position and results of operations of DanDrit as of the dates indicated, and (iii) are prepared in accordance with US GAAP applied in a consistent manner (except that (x) unaudited financial statements may not be in accordance with US GAAP because of the absence of footnotes normally contained therein, and (y) interim (unaudited) financials are subject to normal year-end audit adjustments that in the aggregate will not have a material adverse effect on DanDrit, its business, financial condition or results of operations.
(c) Except as disclosed in the Balance Sheet, and other than liabilities incurred in the ordinary course of business since the date of such balance sheet that are not material individually or in the aggregate, DanDrit has no material liability or obligation of any nature (whether direct, indirect, accrued, absolute, contingent, asserted, un-asserted, known, unknown, matured, un-matured or otherwise and whether required to be reflected on a balance sheet or not).
(d) Except as set forth in Appendix 6.7(d) and as provided by this Agreement, since the date of the Balance Sheet, (i) there has been no event, occurrence or development that has had or that could reasonably be expected to result in a DanDrit Material Adverse Effect, (ii) DanDrit has not incurred any liabilities (contingent or otherwise) other than trade payables and accrued expenses incurred in the ordinary course of business consistent with past practice, (iii) DanDrit has not altered its method of accounting, (iv) DanDrit has not declared or made any dividend or distribution of cash or other property to its equity holders, purchased, redeemed or made any agre...
Financial Statements; Material Changes. The unaudited financial -------------------------------------- statements of Weeks as of and for the period ended September 30, 1996 are true, correct and complete in all material respects and have been prepared in accordance with generally accepted accounting principles and present fairly the financial condition of Weeks at, and the consolidated results of operations for the periods ending on, such date, and since such date there has been no material adverse change in the financial position of Weeks. Since the date of the unaudited financial statements referred to above and except as set forth on Schedule 3.05 attached hereto, (i) there has been no material adverse change in ------------- or affecting, or any event which, with the passing of time or the giving of notice, would affect, the financial condition, results of operations or business of Weeks, whether or not arising in the ordinary course of business; (ii) there has been no material casualty loss or material condemnation or other material adverse event with respect to any of the properties or assets of Weeks; (iii) there have been no transactions or acquisitions entered into by Weeks other than those in the ordinary course of business and that are not material to Weeks; and (iv) there has been no material change in the capital stock of Weeks or any material increase in the indebtedness of Weeks.
Financial Statements; Material Changes. SparBank has heretofore delivered to First Midwest its audited, consolidated financial statements for the years ended December 31, 1995 and December 31, 1994, and SparBank's unaudited consolidated financial statements for the year ended December 31, 1996 and the quarter ended March 31, 1997 (the "SparBank Financial Statements"). The SparBank Financial Statements (x) are true and correct in all material respects; (y) have been prepared in accordance with generally accepted accounting principles applied on a consistent basis during the periods involved (except as may be indicated in the notes thereto and, except in the case of the unaudited consolidated financial statements, for the absence of footnotes and for normal and recurring year-end adjustments which are not material); and (z) fairly present the consolidated financial position of SparBank as of the dates thereof and the consolidated results of its operations, stockholders' equity and changes in financial position for the periods then ended. Since December 31, 1996 to the date hereof, SparBank and the SparBank Subsidiaries have not undergone or suffered any changes in their respective condition (financial or otherwise), properties, assets, liabilities, business or operations which have been, in any case or in the aggregate, materially adverse to SparBank on a consolidated basis except as disclosed in the SparBank Financial Statements or on the Disclosure Schedule of SparBank. No facts or circumstances have been discovered by SparBank from which it reasonably appears that there is a significant risk and reasonable probability that SparBank will suffer or experience a Material Adverse Effect.