Financial Statements; No MAE Sample Clauses

Financial Statements; No MAE. (a) Acquirer has made available to the Company the audited financial statements of Acquirer, on a consolidated basis, for the year ended December 31, 2019, and the unaudited financial statements of Acquirer, on a consolidated basis, for the nine (9)-months ended September 30, 2020 (including, in each case, balance sheets, statements of operations and statements of cash flows) (collectively, the “Acquirer Financial Statements”). The Acquirer Financial Statements (i) are derived from the books and records of Acquirer, (ii) complied as to form in all material respects with applicable accounting requirements with respect thereto as of their respective dates, (iii) fairly and accurately present in all material respects the consolidated financial condition of Acquirer and its Subsidiaries at the dates therein indicated and the consolidated results of operations and cash flows of Acquirer and its Subsidiaries for the periods therein specified (subject, in the case of unaudited interim period financial statements, to normal recurring year-end audit adjustments, none of which individually or in the aggregate are or will be material in amount) and (iv) were prepared in accordance with U.S. generally accepted accounting standards (“GAAP”), except, in the case of the unaudited consolidated financial statements of Acquirer for the nine (9)-months ended September 30, 2020, for the absence of footnotes, applied on a consistent basis throughout the periods involved. (b) Since January 1, 2020, there has not been any Material Adverse Effect with respect to Acquirer.