Independent Auditor Sample Clauses

Independent Auditor. The Company’s independent auditor, if any, shall be an independent public accounting firm selected by the Member, which may also be the Member’s independent auditor.

Independent Auditor. PricewaterhouseCoopers LLP, Calgary, Canada, who have audited certain financial statements of the Company and its consolidated subsidiaries and delivered their report with respect to the audited consolidated financial statements incorporated by reference in the Disclosure Package, the Canadian Final Prospectus and the U.S. Final Prospectus, are independent chartered accountants with respect to the Company within the meaning of the Act and the applicable published rules and regulations thereunder adopted by the SEC and the Public Company Accounting Oversight, United States;

Independent Auditor. If: (a) the provider is the Distributor and, acting reasonably, gives notice that the Records contain information about other industry participants that cannot reasonably be severed from the information relating to the Retailer or that the information is commercially sensitive; or (b) the provider is the Retailer and, acting reasonably, gives notice that the Records contain information about other Industry participants that cannot reasonably be severed from information relating to the Distributor or that the information is commercially sensitive, then the Distributor or the Retailer, as appropriate, will permit an independent auditor (the “Auditor”) appointed by the other party to review the Records and the other party will not itself directly review any of the Records. The Distributor or the Retailer, as appropriate, will not unreasonably object to the Auditor appointed by the other party. In the event that the Distributor or the Retailer, as appropriate, reasonably objects to the identity of the Auditor, the parties will request the President of the Institute of Chartered Accountants (or a nominee) to appoint a person to act as the Auditor. The party that is permitted by this clause 29.5 to appoint an Auditor will pay the Auditor’s costs, unless the Auditor discovers a material inaccuracy in the Records in which case the other party will pay the Auditor’s costs. The terms of appointment of the Auditor will require the Auditor to keep the Records confidential.

Independent Auditor. StadCo shall retain an Independent Auditor Approved by the Authority, to perform an annual audit of StadCo. The selected Independent Auditor must reside in the State of Nevada and may not provide any similar or related services to the Team or any Affiliate or Related Party of the Team or any development partner in the Premises.

Independent Auditor. If the Violet Parties and Buyer are unable to reach an agreement in writing with respect to all of the Disputed Items within the deadline set out in Paragraph 4.4 (Attempted Agreement on the Disputed Items) above, then all the Disputed Items on which an agreement is not reached (the “Unresolved Items”) shall be submitted by the Violet Parties, on the one hand, and Buyer, on the other hand, to the Independent Auditor and determined and resolved by the same in accordance with the following provisions: (i) the Independent Auditor shall: (a) be limited to the Unresolved Items, (b) determine the value of any and all Unresolved Items in compliance with the Green Liability Accounting Principles and the provisions of this Agreement, (c) on the basis of the value of the Unresolved Items so determined, recalculate the Green Liability Position as of the Closing Date, (d) on the basis of the Green Liability Position as of the Closing Date so recalculated, determine the Price Adjustment in accordance with Paragraph 4.8 (Price Adjustment) below, (e) act as a “perito contrattuale” (contractual expert) and not as either an “arbitro” or “arbitratore” in making its determination, and (f) prepare and deliver its determination in writing to the Violet Parties and Buyer within thirty (30) Business Days of its acceptance of the appointment; (ii) any examination or discussion with the Independent Auditor may take place only in the presence of representatives and/or advisors of both the Violet Parties and Buyer; (iii) the Violet Parties and Buyer will cooperate with the Independent Auditor and make available, and Buyer shall cause Green to make available to the same, all the information, data and documents reasonably required by it for the purpose of rendering its determination, in as much as necessary or appropriate to determine the value of the Unresolved Items; (iv) the parties will grant the Independent Auditor access to any information which is reasonably necessary or appropriate for the purposes of its determinations hereunder and shall make themselves available to discuss the Unresolved Items; (v) the determinations rendered by the Independent Auditor shall be made, through a written and justified decision in a diligent and fair manner and in good faith, in accordance with any applicable Law and with the provisions of this Agreement, and shall be final and binding upon the Green Parties and Buyer (except in the case of manifest error) and not subject to appeal; and (vi) al...

Independent Auditor. The Company and its Subsidiaries at all times shall engage a Person to audit its financial statements (the “Independent Auditor”) that (a) is an independent public accounting firm within the meaning of the American Institute of Certified Public Accountants’ Code of Professional Conduct (American Institute of Certified Public Accountants, Professional Standards, vol. 2, et sec. 101), (b) is a registered public accounting firm (as defined in Section 2(a)(12) of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 (the “▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act”)), and (c) if the Company were an “issuer” (as defined in the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act), would not be in violation of the auditor independence requirements of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act by reason of its acting as the auditor of the Company and its Subsidiaries. Subject to Section 7.10, the Independent Auditor shall be appointed by the Board of Managers and shall be a nationally recognized certified public accounting firm. The Company shall engage the Independent Auditor from time to time to conduct such review and testing as from time to time may be necessary or reasonably required under the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act and to issue to the Company its written opinions and recommendations with respect thereto.

Independent Auditor. ‌ 7.6.1 The Concessionaire shall, within seven (7) Days of the Effective Date, provide a list of five (5) reputable firms of chartered accountants from amongst the panel of auditors maintained by the State Bank of Pakistan and FBR shall have the right in respect of these firms to seek presentations and such other information from them as it deems necessary. The list shall comprise of independent professional firms of repute with substantial experience in projects similar to the Project. FBR shall, within fourteen (14) Days of receipt of the said list, shortlist two (2) of the firms and communicate the same to the Concessionaire. The Concessionaire shall within seven (7) Days thereafter (a) select a shortlisted entity to be the Independent Auditor, (b) in consultation with FBR, finalize the fees and other terms of appointment of the Independent Auditor, including the required qualifications and job experience of its key personnel, and (c) enter into a contract with inter alios the Financiers and the Independent Auditor on the finalized fee and other terms of appointment (the “IA Contract”). FBR shall, contemporaneously with the execution of the IA Contract, provide its consent to the IA Contract in the form attached herewith as Schedule W [IA Contract Letter of Consent]. 7.6.2 The Independent Auditor shall have such duties and responsibilities as set out in Schedule K [ToRs of The Independent Auditor]. 7.6.3 The fee for the services of the Independent Auditor and out of pocket expenses shall be paid by the Concessionaire, subject to the verification of the invoice of the IE by FBR Representative in respect of performance of its duties and obligations under the IA Contract. 7.6.4 Subject to the mutual consent of the Parties (and upon and after Financial Close till the Financing Termination Date, the Financiers), the IA Contract shall be terminated in any of the following circumstances: (a) if FBR or the Concessionaire, as the case may be, (or, upon and after Financial Close till the Financing Termination Date, the Financiers) has reason to believe that the Independent Auditor has not discharged its duties in a fair, appropriate and diligent manner; (b) if, in accordance with the terms of its appointment, the Independent Auditor resigns or notifies its intention not to continue as the Independent Auditor; (c) if, the Concessionaire and FBR (and, upon and after Financial Close till the Financing Termination Date, the Financiers) mutually agree to terminate the...

Independent Auditor. PricewaterhouseCoopers LLP is an independent registered public accounting firm with respect to the Company as required by the Act and the rules and regulations of the Commission and the Public Company Accounting Oversight Board thereunder.

Independent Auditor. 5. That within sixty (60) days upon its execution of this Agreement, New Day will retain an independent auditing firm (the “Auditor”), which Auditor shall have been previously approved by the State Mortgage Regulator for the State of Maryland in consultation with the State Mortgage Regulators, to conduct an independent analysis and provide recommendations in the following areas: 1) a review of New Day policies and procedures, to ensure that New Day is, and will continue to be, in compliance with all of its obligations and duties arising under any federal or state law, as well as ensuring that it is operating in compliance with accepted business practices for a mortgage company of its size and scope of business; and 2) a review of New Day’s training and education program, including, but not limited to, its training and education program for MLOs and Qualified Individuals, as defined under NMLS standards, to ensure that New Day is, and will continue to be, in compliance with all of its obligations and duties arising under any contract or agreement, or under any federal or state law, as well as to evaluate New Day’s program compared to accepted best business practices for mortgage companies of its size and scope of business. 6. That the Auditor shall produce an initial report, with recommendations, within two hundred seventy (270) days after being retained pursuant to the terms of this Agreement, and a follow-up report within two hundred seventy (270) days thereafter, with such reports being simultaneously furnished to New Day and the MMC. The Auditor should allow a reasonable timeframe for New Day to evaluate and implement any of the recommendations from the initial report before conducting its follow-up work. However, the Auditor must complete the obligations described herein within five hundred forty (540) days after being retained pursuant to the terms of this Agreement. 7. That New Day shall submit a report to the MMC, that has been reviewed and approved by the Board of Directors of Chrysalis, within two hundred and seventy (270) days of the execution of the Agreement providing a comprehensive plan (the “Plan”) for appropriate corporate management and governance structures, incorporating best business practices for a mortgage company of its size and scope of business. Two hundred and seventy (270) days thereafter, New Day shall submit to the Board of Directors of Chrysalis and the MMC a follow-up report detailing the steps it has taken to implement the P...