Financial Statements; Periodic Reports. The Borrower shall furnish to the Bank: (i) as soon as practicable and in any event within ninety (90) days after the last day of each fiscal year of the Borrower, a copy of the annual audit report of the Borrower, prepared in accordance with generally accepted accounting principles applied on a basis consistent with that of the preceding fiscal year, and consisting of a consolidated balance sheet as at the end of such fiscal year and consolidated statements of earnings, stockholders’ equity and cash flows of the Borrower and its Subsidiaries for such fiscal year, setting forth in each case in comparative consolidated form corresponding consolidated figures from the preceding annual audit, certified by a nationally-recognized firm of independent certified public accountants, whose certificate shall be in scope and substance reasonably satisfactory to the Bank and shall include, without limitation, a certification that in auditing the Borrower, such accountant has obtained no knowledge of an Event of Default (as hereinafter defined) hereunder, or if any Event of Default exists, specifying the nature and period of existence thereof, and accompanied by such accountant’s management letter with respect thereto; (ii) as soon as practicable and in any event within forty-five (45) days after the last day of each of the Borrower’s first three fiscal quarters, a copy of the Borrower’s unaudited financial statements, prepared in accordance with generally accepted accounting principles applied on a basis consistent with that of the preceding fiscal quarter, and consisting of a consolidated balance sheet as at the end of such fiscal quarter and consolidated statements of earnings, stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the period from the beginning of the then-current fiscal year through the end of such fiscal quarter, setting forth in each case in comparative form figures for the corresponding period in the preceding fiscal year, and certified by an authorized financial officer of the Borrower, subject to changes resulting from year-end adjustments; (iii) promptly upon transmission thereof, copies of all such financial statements, proxy statements, notices and reports as the Borrower shall send to its stockholders and copies of all registration statements (without exhibits) and all regulatory and periodic reports which the Borrower files with the Securities and Exchange Commission (the “SEC”) or any governmental body or agency suc...
Financial Statements; Periodic Reports. The Service Provider shall provide such assistance to the Service Recipient as may be requested from time to time by the Service Recipient in the preparation of an audited consolidated balance sheet as at the end of each fiscal year and audited statements of income and results of operations and cash flows for such fiscal year (including notes thereto) of Parent and any subsidiary requested by Parent, which set forth in each case (in comparative form) corresponding figures for the preceding fiscal year and which are accompanied by the report thereon of the Accountants to the effect that such financial statements have been prepared in accordance with U.S. GAAP applied on a basis consistent with prior years (except as otherwise specified in such report). In addition, the Service Provider shall provide other financial statements and periodic reports as reasonably requested by the Service Recipients. The Service Provider shall provide such assistance to the Service Recipient as may be requested from time to time in the preparation of a report of Parent and any subsidiary consisting of an unaudited consolidated balance sheet as at the end of each fiscal quarter and an unaudited statement of operations, setting forth in each case in comparative form the corresponding figures for the preceding fiscal quarter. If requested by the Service Recipient, any such reports shall be certified by the Service Provider to be correct and complete, to fairly present in all material respects the consolidated financial condition of the Service Recipient, as the case may be, at the date shown and the results of operations for the period then ended and to have been prepared in accordance with U.S. GAAP consistently applied, except for year-end adjustments. The reports for each fiscal quarter shall include a narrative discussion describing the business and operations of the Service Recipient during the preceding quarter. The Service Provider may engage outside accountants in connection with the provision of administrative services relating to the preparation of financial statements and periodic reports, in accordance with applicable corporate policies.
Financial Statements; Periodic Reports. (a) The Manager shall have prepared and shall furnish to the Company Board as soon as practicable, but in any event within 90 days after the end of each fiscal year of the Company, an audited consolidated balance sheet as at the end of such fiscal year and audited statements of income and results of operations and cash flows for such fiscal year (including notes thereto), setting forth in each case (in comparative form) corresponding figures for the preceding fiscal year. Such financial statements shall be accompanied by the report thereon of the Accountants to the effect that such financial statements have been prepared in accordance with generally accepted accounting principles applied on a basis consistent with prior years (except as otherwise specified in such report). The Manager shall use all reasonable efforts to conduct the business of the Company so that such report of the Accountants will not contain any qualifications as to the scope of the audit or with respect to the Company's compliance with generally accepted accounting principles consistently applied, except for changes in methods of accounting in which such Accountants concur.
Financial Statements; Periodic Reports. Until such time as the Company is subject to the reporting requirements of Sections 13 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the Company will furnish the following:
Financial Statements; Periodic Reports. (a) During the period from the date of this Agreement through the Closing, within 45 calendar days following the end of each three-month quarterly fiscal period, the Company shall deliver to IAC an unaudited consolidated income statement and an unaudited consolidated balance sheet of the Company and its Subsidiaries for the period from the date of the balance sheet contained in the Audited Annual Financial Statements through the end of such quarterly period and the applicable comparative period in the preceding fiscal year. From the date hereof through the Closing Date, the Company will also promptly deliver to IAC copies of any audited consolidated financial statements of the Company and its Subsidiaries that the Company’s certified public accountants may issue.
Financial Statements; Periodic Reports. Verification. Furnish to the Bank: (i) within ninety (90) days after the last day of each fiscal year of Borrower, a copy of the annual audited financial statements of Borrower signed by independent certified accountants satisfactory to the Bank and prepared in accordance with generally accepted accounting principles applied on a basis consistent with that of the preceding fiscal year, with detail consistent with past financial statements (unless Bank requests additional detail, in which case Bank shall allow Borrower a reasonable opportunity to provide same), including, at a minimum, a balance sheet, profit and loss statement with proper footnotes, and statements of retained earnings and sources and application of funds; (ii) within ten (10) days after the last day of each quarter [or, upon written notice from Bank, thereafter, within ten (10) days after the last day of each calendar month] a copy of Borrower's unaudited financial statements, with detail consistent with past financial statements (unless Bank requests additional detail, in which case Bank shall allow Borrower a reasonable opportunity to provide the same), and such other statements and/or reports as Bank shall reasonably request all in sufficient detail to fully and accurately present the financial condition and results of operations of Borrower; (iii) at the request of Bank, any annual auditor's management letter; (iv) within ninety (90) days after the end of each fiscal year, an annual projection of income statements and cash forecasts for such year; and (v) within ten (10) days after the last day of each calendar month a monthly compliance certificate certifying that Borrower is in compliance with the financial covenants set forth in Exhibit 2(f) hereof and including a monthly income statement, with detail consistent with past financial statements; (vi) such other reports and information as the Bank may reasonably request. Borrower shall permit the Bank, or its agents or representatives, at all times to perform audits, inspect Borrower's property and to verify accounts, inspect, check, make copies of or extracts from the books, records and files of Borrower, and Borrower will make the same available to the Bank or its agents and representatives at any reasonable time (within usual business hours), and upon reasonable notice for such purposes. Borrower shall provide Bank or its agents or representatives with reasonable clerical assistance in order to permit Bank or its agents or represent...
Financial Statements; Periodic Reports. 13 2.17 Other ................................................................ 14 2.18
Financial Statements; Periodic Reports. (a) The Manager shall have prepared and shall furnish to the IWCL Board as soon as practicable, but in any event within 90 days after the end of each fiscal year of IWCL, an audited consolidated balance sheet of IWCL as at the end of such fiscal year and audited statements of income and results of operations and cash flows of IWCL for such fiscal year (including notes thereto), setting forth in each case (in comparative form) corresponding figures for the preceding fiscal year. Such financial statements shall be accompanied by the report
Financial Statements; Periodic Reports. (a) The Manager shall have prepared and shall furnish to the Operating Board as soon as practicable, but in any event within 90 days after the end of each fiscal year of Operating, an audited consolidated balance sheet of Operating as at the end of such fiscal year and audited statements of income and results of operations and cash flows of Operating for such fiscal
Financial Statements; Periodic Reports. The Borrower shall timely file its Form 10-K annual report and Form 10-Q quarterly reports and the Bank shall have access to all such filings. The Borrower shall furnish to the Bank: (i) promptly upon transmission thereof, copies of all notices and reports as the Borrower shall send to its stockholders that are not publicly available and all regulatory and other reports that are not publicly available and which the Borrower submits to the Securities and Exchange Commission (the “SEC”) or any governmental body or agency succeeding to the functions of the SEC; and (ii) with reasonable promptness, such other financial data in such form as the Bank may reasonably request, provided that the Bank shall keep such data confidential to the extent required by applicable securities laws. Together with each delivery of financial statements required under clauses (i) and (ii) above, the Borrower shall deliver a certificate of its Chief Financial Officer (A) setting forth a comparison between actual calculated results and covenanted results for each of the Financial Covenants set forth on Exhibit D hereto and (B) stating that, to the best of such Chief Financial Officer's knowledge after diligent investigation, no Event of Default hereunder then exists, or if such an Event of Default hereunder does then exist, specifying the nature thereof, the period of existence thereof, and the action the Borrower proposes to take with respect thereto. The Borrower further agrees that promptly upon the President or Chief Financial Officer of the Borrower obtaining knowledge of an event that constitutes an Event of Default hereunder, the Borrower shall deliver to the Bank a certificate specifying the nature thereof, the period of existence thereof, and the action the Borrower proposes to take with respect thereto. The Bank is authorized to deliver a copy of any financial statement or other communication or document delivered to it pursuant to this Section 2(b) to any regulatory body having jurisdiction over it if such delivery is required by such regulatory body. The Borrower and each Subsidiary shall permit the Bank and its agents and representatives, at the expense of the Bank, to inspect its real and personal property, including without limitation any and all of the Restaurants, and to verify accounts and inspect and make copies of or extracts from its books, records and files, and to discuss its affairs, finances and accounts with its principal officers, all at such reasonable tim...
