REPORTS, BOOKS AND RECORDS. The Investment Manager shall render to the Board of Directors of the Company such periodic and other reports as the Board may from time to time reasonably request. In compliance with the requirements of Rule 31a-3 under the 1940 Act, the Investment Manager hereby agrees that all records which it maintains for the Company are property of the Company. The Investment Manager shall surrender promptly to the Company any of such records upon the Company's request, and shall preserve for the periods prescribed by Rule 31a-2 under the 1940 Act the records required to be maintained by Rule 31a-1 under the 1940 Act.
REPORTS, BOOKS AND RECORDS. (i) Since January 1, 2011, each of the Company and each of its Subsidiaries has timely filed or furnished all material reports, registrations, documents, filings, statements and submissions, together with any amendments thereto, that it was required to file with or furnish to any Governmental Entity (the foregoing, collectively, the “Company Reports”) and has paid all material fees and assessments due and payable in connection therewith. As of their respective dates of filing or furnishing, or, if amended, as of the date of the last such amendment prior to the date of this Agreement, the Company Reports complied in all material respects with all statutes and applicable rules and regulations of the applicable Governmental Entities. As of the date of this Agreement, there are no outstanding comments from any Governmental Entity with respect to any such Company Report. With respect to all other Company Reports filed since January 1, 2009 or to be filed subsequent to the date of this Agreement and prior to the Closing, the Company Reports will be complete and accurate in all material respects as of their respective dates, or the dates of their respective amendments. Except for normal examinations conducted by a Governmental Entity in the regular course of the business of the Company and its Subsidiaries, no Governmental Entity has initiated any proceeding or, to the Knowledge of the Company, investigation into the business or operations of the Company or any of its Subsidiaries since January 1, 2009. Except as set forth in Section 3.02(g) of the Company Disclosure Schedule, there are no unresolved violations set forth in any report relating to any examinations or inspections by any Governmental Entity of any of the Company and its Subsidiaries. The Company and its Subsidiaries have fully resolved all “matters requiring attention,” “matters requiring immediate attention,” “matters requiring enhancements” and similar items as identified by any such Governmental Entity.
(ii) Neither the Company nor any of its Subsidiaries is required to file periodic reports with the SEC pursuant to Sections 13 or 15(d) of the Exchange Act.
(iii) The records, systems, controls, data and information of each of the Company and each of its Subsidiaries are recorded, stored, maintained and operated under means (including any electronic, mechanical or photographic process, whether computerized or not) that are under the exclusive ownership and direct control of the Company or its Subs...
REPORTS, BOOKS AND RECORDS. 13.1 Within five (5) business days after the last day of each month, each party shall report to the other, in writing, the sales, costs, earnings, or other financial data relevant under any section of this Agreement during such month. Each party shall accompany any payments to the other with a written report setting forth all amounts owed for the period covered by the payment, with supporting computations and descriptions of transactions giving rise to the payment obligation. Such reports shall be held by the recipient as Confidential Information (defined in Section 18.3) and shall be used solely in connection with this Agreement.
13.2 Each party shall prepare and maintain on a current basis complete and accurate books and records, in accordance with generally accepted accounting principles, sufficient to document compliance with this Agreement. All such books and records shall be retained for at least three (3) years from the date they are created.
13.3 At the request of Aironet and during the normal business hours of Telxon, no more than once in any twelve (12) month period, Telxon shall permit a "Big Six" firm of accountants, selected by Aironet, to have access to such books, records and inventories as may be necessary to determine the correctness of any report or payment made under this Agreement. Such audits shall be conducted at the cost of Aironet, except that if any such audit should reveal an underpayment of royalties due hereunder of greater than fifteen percent (15%) for any period audited, Telxon shall bear the cost of such audit, and promptly pay such underpaid amount.
13.4 At the request of Telxon and during the normal business hours of Aironet, no more than once in any twelve (12) month period, Aironet shall permit a "Big Six" firm of accountants, selected by Telxon, to have access to such books, records and inventories as may be necessary to determine the correctness of any report or cost upon which Telxon pays royalties, Profit Margins or IMAP Fees under this Agreement. Such audits shall be conducted at the cost of Telxon, except that if any such audit should reveal an overstatement of costs previously reported to Telxon of greater than fifteen percent (15%) for any period audited, Aironet shall bear the cost of such audit, and promptly repay any amount overpaid by Telxon as a consequence of such overstatement.
13.5 Prior to allowing any audit permitted by Sections 13.3 and 13.4, a party may require that the auditor agree in writing to onl...
REPORTS, BOOKS AND RECORDS. BANK ACCOUNTS 16
REPORTS, BOOKS AND RECORDS. (a) The Investment Adviser will maintain appropriate books and records regarding the activities contemplated herein consistent with its duties under applicable laws and regulations and this Agreement. All such books and records for services to the insurance Subsidiaries are and remain the property of the insurance Subsidiary and are subject to the control of the insurance Subsidiary. All books and records pertaining to the Accounts shall be available upon reasonable notice at normal business hours for inspection and copying by Fortegra and any Subsidiary or any of their regulators.
(b) Upon request with respect to specific investments, to the extent not available from the Custodian, the Investment Adviser will provide Fortegra with all material and supporting information the Investment Adviser used for purposes of determining the value of any investments as of any date on which a valuation was determined, including, without limitation, any broker quotations obtained by the Investment Adviser.
(c) The Investment Adviser will furnish Fortegra with the information required herein in accordance with the terms specified herein and any other information Fortegra reasonably requests solely in connection with the Accounts, as soon as reasonably practicable after receipt of such request; including, without limitation, any information necessary to prepare any reports or filings required by any governmental agency.
REPORTS, BOOKS AND RECORDS. Payden/KDS shall render to the Board of Trustees of the Trust such periodic and other reports as the Board may from time to time reasonably request. In compliance with the requirements of Rule 31a-3 under the 1940 Act, Payden/KDS hereby agrees that all records which it maintains for the Trust are the property of the Trust. Payden/KDS shall surrender promptly to the Trust any of such records upon the Trust's request, and shall preserve for the periods prescribed by Rule 31a-2 under the 1940 Act the records required to be maintained by Rule 31a-1 under the 1940 Act.
REPORTS, BOOKS AND RECORDS. 5.1 Licensee shall keep accurate books and records containing all information that may be necessary for the purpose of showing the amounts payable to Southern thereunder. Said books of account shall be kept at Licensee's principal place of business, such books and records being retained at a principal place of business for at least three (3) years following the end of the calendar year to which they pertain.
5.2 Upon written request of Southern, Licensee shall permit an independent certified public accounting firm reasonably acceptable to Licensee to have access during normal business hours to such books and records as may be reasonable necessary solely to verify the calculation of Net Sales and royalties thereunder for the three (3) year period preceding such written request. The fees charged by such accounting firm shall be paid by Southern; provided, however, that if an audit discloses an underpayment by Licensee of more than [***] for such audited period, Licensee shall pay the reasonable fees and expenses charged by the accounting firm. Southern Research Institute License Agreement
REPORTS, BOOKS AND RECORDS. Investors shall create and maintain all reports, books and records relating to its activities and obligations under this Agreement in such a manner as will meet the obligations of the Fund under the Investment Company Act of 1940, applicable federal and state tax and insurance laws and regulations and any other law or regulation which may be or become applicable to the Fund. All such reports, books and records shall be the property of the Fund. Furthermore, such reports, books and records shall at all reasonable times be available for copying and otherwise open to inspection and audit by the Securities and Exchange Commission, banking and insurance regulators and other authorities and regulators having authority over the Fund, and by officers and employees of, and auditors employed by, the Fund. Investors hereby further agrees that, upon the termination of this Agreement, all reports, books and records pertaining to Investor's activities under this Agreement shall be promptly segregated and returned to the Fund free from any claim or retention of rights by Investors.
REPORTS, BOOKS AND RECORDS. 24 4.9 Absence of Certain Changes...........................24 4.10
REPORTS, BOOKS AND RECORDS. (a) Since January 1, 2000, DunC and the Bank have filed all reports, statements, notices and other documents, together with any amendments required to be made with respect thereto, that were and are required to be filed under any Law with: (i) the FRB; (ii) the FRB of Chicago; (iii) the FDIC; and (iv) any other applicable state securities or bank regulatory authorities (all such reports, statements, notices and other documents are collectively referred to herein as the "DunC Reports"). When filed, each of the DunC Reports complied as to form and substance in all material respects with the requirements of applicable Law.
(b) The financial statements of DunC or the Bank, as the case may be, included in the Financial Information, have been or will be, as the case may be, prepared in accordance with generally accepted accounting principles applied on a consistent basis and each fairly present the consolidated financial condition of DunC as of the respective dates thereof and the consolidated income, equity and cash flows for the periods then ended, subject, in the case of the consolidated unaudited interim financial statements, to normal year-end and audit adjustments and any other adjustments described therein. True and complete copies of such financial statements are included in the DunC Disclosure Schedules.
(c) The minute books of DunC and the DunC Subsidiaries contain accurate and complete records of all meetings and actions taken by written consent by their respective shareholders and Boards of Directors (including all committees of such Boards), and all signatures contained therein are the true signatures of the Persons whose signatures they purport to be. The share transfer books of DunC and the DunC Subsidiaries are correct, complete and current in all respects. The accounting books and records of DunC and the DunC Subsidiaries, including the transaction records of DunC included in the Financial Information: (i) are in all material respects correct and complete; (ii) are current in a manner consistent with past practice; and (iii) have recorded therein all the properties and assets and liabilities of DunC or the DunC Subsidiary, as the case may be. True and correct copies of the transaction records of DunC included in the Financial Information will be delivered to Blackhawk.
