Common use of Financial Statements; Undisclosed Liabilities; Other Documents Clause in Contracts

Financial Statements; Undisclosed Liabilities; Other Documents. (a) The Financial Statements have been prepared in accordance with GAAP consistently applied and present fairly the financial position, assets, liabilities and retained earnings of the Company as of the dates thereof and the revenues, expenses, results of operations, changes in financial position and cash flows of the Company for the periods covered thereby. The Financial Statements are in accordance with the books and records of the Company, do not reflect any transactions which are not bona fide transactions and do not contain any untrue statement of a material fact or omit to state any material fact necessary to make the statements contained therein, in light of the circumstances in which they were made, not misleading. (b) Except as set forth in the Latest Balance Sheet, the Company has no liabilities, debts, claims or obligations, whether accrued, absolute, contingent or otherwise, whether due or to become due, other than trade payables and accrued expenses incurred in the ordinary course of business since the date of the Latest Balance Sheet.

Financial Statements; Undisclosed Liabilities; Other Documents. (a) The Financial Statements have been prepared in accordance with GAAP consistently applied and present fairly the financial position, assets, liabilities and retained earnings of related to the Company Business and the Assets as of the dates thereof and the revenues, expenses, results of operations, changes in financial position and cash flows of related to the Company Business and the Assets for the periods covered thereby. The Financial Statements are in accordance with the books and records of the CompanySeller, do not reflect any transactions which are not bona fide transactions and do not contain any untrue statement of a material fact or omit to state any material fact necessary to make the statements contained therein, in light of the circumstances in which they were made, not misleading. (b) Except as set forth on Schedule 3.5 or reflected in the Latest Balance SheetFinancial Statements, the Company Seller has no liabilities, debts, claims or obligations, whether accrued, absolute, contingent or otherwise, whether due with respect to the Business or to become due, other than trade payables and accrued expenses incurred in the ordinary course of business since the date of the Latest Balance SheetAssets.

Financial Statements; Undisclosed Liabilities; Other Documents. (a) The Financial Statements have been prepared in accordance with GAAP consistently applied and present fairly the financial position, assets, liabilities and retained earnings of the Company as of the dates thereof and the revenues, expenses, results of operations, changes in financial position and cash flows of the Company for the periods covered thereby. The Financial Statements are in accordance with the books and records of the Company, do not reflect any transactions which are not bona fide transactions and do not contain any untrue statement of a material fact or omit to state any material fact necessary to make the statements contained therein, in light of the circumstances in which they were made, not misleading. (b) Except as set forth on Schedule 3.5 or in the Latest Balance Sheet, the Company has no liabilities, debts, claims or obligations, whether accrued, absolute, contingent or otherwise, whether due or to become due, other than trade payables and accrued expenses incurred in the ordinary course of business since the date of the Latest Balance Sheet.