Common use of Information Required for Purchaser Financing Transactions Clause in Contracts

Information Required for Purchaser Financing Transactions. The Company shall and shall cause its Subsidiaries to, and the Seller shall and shall cause the Company and its respective Subsidiaries to, furnish the Purchaser and Newco with the following information: (a) the Company's audited consolidated balance sheet as of April 30, 1997 and the related statements of operations, shareholders' equity and cash flows for the year then ended, together with all proper exhibits, schedules and notes thereto, audited by Xxxxxx Xxxxxxxx LLP, all of which shall be prepared in accordance with GAAP consistently applied with prior periods and shall present fairly the financial position of the Company and its Subsidiaries for the year then ended and the results of operations and changes in shareholders' equity and cash flows for the period covered thereby; (b) any unaudited interim financial statements requested by the Purchaser, Newco or any Underwriter to be included in any registration statement, prospectus, document or other item, or any amendment or supplement thereof, relating to any Purchaser Financing Transaction, all of which shall (i) be in accordance with the books and records of the Company maintained in accordance with good business practice and in the normal and ordinary course of business, (ii) be prepared in accordance with GAAP applied on a consistent basis (except for the absence of notes and subject to normal year-end audit adjustments), (iii) present fairly the financial position of the Company and its Subsidiaries as of the date thereof and the results of operations and changes in shareholders' equity and cash flows for the periods covered thereby, and (iv) include comparable interim financial statements for the prior year period; and (c) such other written information with respect to themselves as the Purchaser, Newco or any Underwriter may reasonably deem necessary, desirable or appropriate in connection with any Purchaser Financing Transaction or the preparation of any registration statement, prospectus, document or other item relating thereto.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Imagemax Inc), Agreement and Plan of Reorganization (Imagemax Inc)

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Information Required for Purchaser Financing Transactions. The Company shall and shall cause its Subsidiaries toSeller shall, and the Seller Shareholders shall and shall cause the Company and its respective Subsidiaries Seller to, furnish the Purchaser and Newco with the following information: (a) the CompanySeller's audited consolidated balance sheet as of April 30December 31, 1997 1994, 1995 and 1996 and the related statements of operations, shareholders' equity and cash flows for the year then ended, together with all proper exhibits, schedules and notes thereto, audited by Xxxxxx Xxxxxxxx LLP, all of which shall be prepared in accordance with GAAP consistently applied with prior periods and shall present fairly the financial position of the Company and its Subsidiaries Seller for the year then years ended December 31, 1994, 1995 and 1996 and the results of operations and changes in shareholders' equity and cash flows for the period periods covered thereby; (b) any unaudited interim financial statements requested by the Purchaser, Newco Purchaser or any Underwriter to be included in any registration statement, prospectus, document or other item, or any amendment or supplement thereof, relating to any Purchaser Financing Transaction, all of which shall (i) be in accordance with the books Books and records of the Company Records maintained in accordance with good business practice and in the normal and ordinary course of business, (ii) be prepared in accordance with GAAP applied on a consistent basis (except for the absence of notes and subject to normal year-end audit adjustments), (iii) present fairly the financial position of the Company and its Subsidiaries Seller as of the date thereof and the results of operations and changes in shareholders' equity and cash flows for the periods covered thereby, and (iv) include comparable interim financial statements for the prior year period; and (c) such other written information with respect to themselves as the Purchaser, Newco Purchaser or any Underwriter may reasonably deem necessary, desirable or appropriate in connection with any Purchaser Financing Transaction or the preparation of any registration statement, prospectus, document or other item relating thereto.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Imagemax Inc), Asset Purchase Agreement (Imagemax Inc)

Information Required for Purchaser Financing Transactions. The Company shall and shall cause its Subsidiaries toSeller shall, and the Seller Shareholders shall and shall cause the Company and its respective Subsidiaries Seller to, furnish the Purchaser and Newco Parent with the following information: (a) the CompanySeller's audited consolidated balance sheet as of April June 30, 1995, 1996 and 1997 and the related statements of operations, shareholders' equity and cash flows for the year then ended, together with all proper exhibits, schedules and notes thereto, audited by Xxxxxx Xxxxxxxx Arthur Andersen LLP, all of which shall be prepared in accordance with GAAP consistently GXXX xxnxxxxxxxxy applied with prior periods and shall present fairly the financial position of the Company and its Subsidiaries Seller for the year then years ended June 30, 1995, 1996 and 1997 and the results of operations and changes in shareholders' equity and cash flows for the period periods covered thereby; (b) any unaudited interim financial statements requested by the Purchaser, Newco Purchaser and Parent or any Underwriter to be included in any registration statement, prospectus, document or other item, or any amendment or supplement thereof, relating to any Purchaser Financing Transaction, all of which shall (i) be in accordance with the books Books and records of the Company Records maintained in accordance with good business practice and in the normal and ordinary course of business, (ii) be prepared in accordance with GAAP applied on a consistent basis (except for the absence of notes and subject to normal year-end audit adjustments), (iii) present fairly the financial position of the Company and its Subsidiaries Seller as of the date thereof and the results of operations and changes in shareholders' equity and cash flows for the periods covered thereby, and (iv) include comparable interim financial statements for the prior year period; and (c) such other written information with respect to themselves as the Purchaser, Newco Parent or any Underwriter may reasonably deem necessary, desirable or appropriate in connection with any Purchaser Financing Transaction or the preparation of any registration statement, prospectus, document or other item relating thereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (Imagemax Inc)

Information Required for Purchaser Financing Transactions. The Company shall and shall cause its Subsidiaries toSeller shall, and the Seller Shareholders shall and shall cause the Company and its respective Subsidiaries Seller to, furnish the Purchaser and Newco Parent with the following information: (a) the CompanySeller's audited consolidated balance sheet as of April 30December 31, 1997 1994, 1995 and 1996 and the related statements of operations, shareholders' equity and cash flows for the year then ended, together with all proper exhibits, schedules and notes thereto, audited by Xxxxxx Xxxxxxxx LLP, all of which shall be prepared in accordance with GAAP consistently applied with prior periods and shall present fairly the financial position of the Company and its Subsidiaries Seller for the year then years ended December 31, 1994, 1995 and 1996 and the results of operations and changes in shareholders' equity and cash flows for the period periods covered thereby; (b) any unaudited interim financial statements requested by the Purchaser, Newco Purchaser and Parent or any Underwriter to be included in any registration statement, prospectus, document or other item, or any amendment or supplement thereof, relating to any Purchaser Financing Transaction, all of which shall (i) be in accordance with the books Books and records of the Company Records maintained in accordance with good business practice and in the normal and ordinary course of business, (ii) be prepared in accordance with GAAP applied on a consistent basis (except for the absence of notes and subject to normal year-end audit adjustments), (iii) present fairly the financial position of the Company and its Subsidiaries Seller as of the date thereof and the results of operations and changes in shareholders' equity and cash flows for the periods covered thereby, and (iv) include comparable interim financial statements for the prior year period; and (c) such other written information with respect to themselves as the Purchaser, Newco Parent or any Underwriter may reasonably deem necessary, desirable or appropriate in connection with any Purchaser Financing Transaction or the preparation of any registration statement, prospectus, document or other item relating thereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (Imagemax Inc)

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Information Required for Purchaser Financing Transactions. The Company shall and shall cause its Subsidiaries to, and the Seller shall and shall cause the Company and its respective Subsidiaries to, furnish the Purchaser and Newco with the following information: (a) the Company's audited consolidated balance sheet as of April November 30, 1997 1996 and the related statements of operations, shareholders' equity and cash flows for the year then ended, together with all proper exhibits, schedules and notes thereto, audited by Xxxxxx Xxxxxxxx LLP, all of which shall be prepared in accordance with GAAP consistently applied with prior periods and shall present fairly the financial position of the Company and its Subsidiaries for the year then ended and the results of operations and changes in shareholders' equity and cash flows for the period covered thereby; (b) any unaudited interim financial statements requested by the Purchaser, Newco Purchaser or any Underwriter to be included in any registration statement, prospectus, document or other item, or any amendment or supplement thereof, relating to any Purchaser Financing Transaction, all of which shall (i) be in accordance with the books and records of the Company maintained in accordance with good business practice and in the normal and ordinary course of business, (ii) be prepared in accordance with GAAP applied on a consistent basis (except for the absence of notes and subject to normal year-end audit adjustments), (iii) present fairly the financial position of the Company and its Subsidiaries as of the date thereof and the results of operations and changes in shareholders' equity and cash flows for the periods covered thereby, and (iv) include comparable interim financial statements for the prior year period; and (c) such other written information with respect to themselves as the Purchaser, Newco Purchaser or any Underwriter may reasonably deem necessary, desirable or appropriate in connection with any Purchaser Financing Transaction or the preparation of any registration statement, prospectus, document or other item relating thereto.

Appears in 1 contract

Samples: Stock Purchase Agreement (Imagemax Inc)

Information Required for Purchaser Financing Transactions. The Company shall and shall cause its Subsidiaries to, and each of the Seller Sellers shall and shall cause the Company and its respective Subsidiaries to, furnish the Purchaser and Newco with the following information: (a) the Company's audited consolidated balance sheet as of April 30August 31, 1997 and the related statements of operations, shareholders' equity and cash flows for the year then ended, together with all proper exhibits, schedules and notes thereto, audited by Xxxxxx Xxxxxxxx Arthur Andersen LLP, all of which shall be prepared in accordance preparxx xx axxxxxxxxe with GAAP consistently applied with prior periods and shall present fairly the financial position of the Company and its Subsidiaries for the year then ended and the results of operations and changes in shareholders' equity and cash flows for the period covered thereby; (b) any unaudited interim financial statements requested by the Purchaser, Newco or any Underwriter to be included in any registration statement, prospectus, document or other item, or any amendment or supplement thereof, relating to any Purchaser Financing Transaction, all of which shall (i) be in accordance with the books and records of the Company maintained in accordance with good business practice and in the normal and ordinary course of business, (ii) be prepared in accordance with GAAP applied on a consistent basis (except for the absence of notes and subject to normal year-end audit adjustments), (iii) present fairly the financial position of the Company and its Subsidiaries as of the date thereof and the results of operations and changes in shareholders' equity and cash flows for the periods covered thereby, and (iv) include comparable interim financial statements for the prior year period; and (c) such other written information with respect to themselves as the Purchaser, Newco or any Underwriter may reasonably deem necessary, desirable or appropriate in connection with any Purchaser Financing Transaction or the preparation of any registration statement, prospectus, document or other item relating thereto.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Imagemax Inc)

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