Common use of Fund Financial Statements Clause in Contracts

Fund Financial Statements. (i) Seller has made available to Buyer, or directed Buyer to, prior to the date of this Agreement copies of the financial statements for the most recently completed fiscal year, to the extent that they exist, of each of the top 50 Funds of the Xxx Xxxxxx Business based on Net Assets as of June 30, 2009 (the “Fund Financial Statements”). Each of the Fund Financial Statements for such top 50 Funds and all other Funds for such period fairly presents in all material respects the results of operations and changes in Net Assets of the respective Fund as of the date thereof (ii) (A) The annual report to shareholders of each of the ’40 Act Funds with respect to such ’40 Act Fund’s most recently completed fiscal year and all other documents filed subsequent to such fiscal year end under Section 30(a) or 30(b) of the Investment Company Act, in each case in the form filed with the SEC or delivered to shareholders (each, a “’40 Act Fund Financial Report”), did not, as of their respective dates (without giving effect to any amendment thereto filed after the date hereof) contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under which they were or are made, not misleading, and (B) each of the financial statements contained in or incorporated by reference into the ’40 Act Fund Financial Reports (including the related notes and schedules thereto) fairly presents in all material respects the financial position of the entity or entities to which it relates as of its date, in accordance with generally accepted accounting principles consistently applied, except in each case as may be noted therein, subject to normal year-end audit adjustments in the case of unaudited statements, except in the cases of clauses (A) and (B) for instances of noncompliance that would not, individually or in the aggregate, have a Xxx Xxxxxx Material Adverse Effect.

Fund Financial Statements. (i) The Seller has made available to the Buyer, or directed the Buyer to, prior to the date of this Agreement copies of the financial statements for the most recently 114399-0014/143865664.11 completed fiscal year, to the extent that they exist, of each of the top 50 Funds of the Xxx Xxxxxx Business based on Net Assets as of June 30, 2009 (the “Fund Financial Statements”). Each of the Fund Financial Statements for such top 50 Funds and all other Funds for such period fairly presents in all material respects the results of operations and changes in Net Assets of the respective Fund as of the date thereofthereof and have been prepared in accordance with GAAP. (ii) (A) The annual report to shareholders of each of the ’40 Act Funds with respect to such ’40 Act Fund’s most recently completed fiscal year and all other documents filed subsequent to such fiscal year end under Section 30(a) or 30(b) of the Investment Company Act, in each case in the form filed with the SEC or delivered to shareholders (each, a “’40 Act Fund Financial Report”), did not, as of their respective dates (without giving effect to any amendment thereto filed after the date hereofof this Agreement) contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under which they were or are made, not misleading, and (B) each of the financial statements contained in or incorporated by reference into the ’40 Act Fund Financial Reports (including the related notes and schedules thereto) fairly presents in all material respects the financial position of the entity or entities to which it relates as of its date, in accordance with generally accepted accounting principles GAAP consistently applied, except in each case as may be noted therein, subject to normal year-end audit adjustments in the case of unaudited statements, except in the cases of clauses (A) and (B) for instances of noncompliance that would not, individually or in the aggregate, have a Xxx Xxxxxx Material Adverse Effect.

Fund Financial Statements. (i) Seller has made available to Buyer, or directed Buyer to, prior to the date of this Agreement copies of the financial statements for the most recently completed fiscal year, to the extent that they exist, of each of the top 50 ETF Funds of the Xxx Xxxxxx Business based on Net Assets as of June 30, 2009 (the “Fund Financial Statements”). Each of the Fund Financial Statements for such top 50 Funds and all other Funds for such period fairly presents in all material respects the results of operations and changes in Net Assets of the respective ETF Fund as of the date thereof (ii) (A) The annual report to shareholders of each of the ’40 Act ETF Funds with respect to such ’40 Act ETF Fund’s most recently completed fiscal year and all other documents filed subsequent to such fiscal year end under Section 30(a) or 30(b) of the Investment Company ActAct (or the Exchange Act in the case of the CurrencyShares Funds), in each case in the form filed with the SEC or delivered to shareholders (each, a an “’40 Act ETF Fund Financial Report”), did not, as of their respective dates (without giving effect to any amendment thereto filed after the date hereof) contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under which they were or are made, not misleading, and (B) each of the financial statements contained in or incorporated by reference into the ’40 Act ETF Fund Financial Reports (including the related notes and schedules thereto) fairly presents in all material respects the financial position of the entity or entities to which it relates as of its date, in accordance with generally accepted accounting principles consistently applied, except in each case as may be noted therein, subject to normal year-end audit adjustments in the case of unaudited statements, except in the cases of clauses (A) and (B) for instances of noncompliance that would not, individually or in the aggregate, have a Xxx Xxxxxx an ETFs Business Material Adverse Effect.

Fund Financial Statements. (i) Seller has made available to Buyer, or directed Buyer to, prior to the date of this Agreement copies of the financial statements for the most recently completed fiscal year, to the extent that they exist, of each of the top 50 Funds of the Xxx Xxxxxx Business based on Net Assets as of June 30, 2009 (the “Fund Financial Statements”). Each of the Fund Financial Statements for such top 50 Funds and all other Funds for such period fairly presents in all material respects the results of operations and changes in Net Assets of the respective Fund as of the date thereof (ii) (A) The annual report to shareholders of each of the ’40 Act Funds with respect to such ’40 Act Fund’s most recently completed fiscal year and all other documents filed subsequent to such fiscal year end under Section 30(a) or 30(b) of the Investment Company Act, in each case in the form filed with the SEC or delivered to shareholders (each, a “’40 Act Fund Financial Report”), did not, as of their respective dates (without giving effect to any amendment thereto filed after the date hereof) contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under which they were or are made, not misleading, and (B) each of the financial statements contained in or incorporated by reference into the ’40 Act Fund Financial Reports (including the related notes and schedules thereto) fairly presents in all material respects the financial position of the entity or entities to which it relates as of its date, in accordance with generally accepted accounting principles consistently applied, except in each case as may be noted therein, subject to normal year-end audit adjustments in the case of unaudited statements, except in the cases of clauses (A) and (B) for instances of noncompliance that would not, individually or in the aggregate, have a Xxx Xxxxxx Material Adverse Effect.