Common use of SEC Reporting Requirements Clause in Contracts

SEC Reporting Requirements. For the period commencing on the date hereof and continuing through the first anniversary of the Closing Date, and without limitation of other document production otherwise required of Seller hereunder, Seller shall, from time to time, upon reasonable advance written notice from Buyer, provide Buyer and its representatives, with (i) all financial, leasing and other information pertaining to the period of Seller’s ownership of the Interests and operation of the Property, which information is relevant and reasonably necessary, in the opinion of Buyer’s outside, third party accountants (the “Accountants”), to enable Buyer and its Accountants to prepare financial statements and to conduct audits of such financial statements in accordance with generally accepted auditing standards, such that Buyer shall be in compliance with any or all of (a) Rule 3-05 (but only to the extent such Rule 3-05 references Rule 3-14 of Regulation S-X of the Securities and Exchange Commission (the “Commission”)) and Rule 3-14 of Regulation S-X of the Commission, as applicable; (b) any other rule issued by the Commission and applicable to Buyer; and (c) any registration statement, report or disclosure statement filed with the Commission by, or on behalf of Buyer; and (ii) a representation letter, signed by the individual(s) responsible for Seller’s financial reporting, as prescribed by generally accepted auditing standards promulgated by the Auditing Standards Division of the American Institute of Certified Public Accountants, which representation letter may be required by the Accountants to render an opinion concerning Seller’s financial statements.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Corporate Office Properties Trust)

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SEC Reporting Requirements. For the period commencing on the date hereof Effective Date and continuing through the first anniversary of the Closing Date, and without limitation of other document production otherwise required of Seller hereunder, Seller shall, from time to time, upon reasonable advance written notice from BuyerPurchaser, and at Purchaser’s cost and expense, provide Buyer Purchaser and its representatives, with (i) all financial, leasing and other information pertaining to the period of Seller’s ownership of the Interests and operation of the Property, which information is relevant and reasonably necessary, in the opinion of BuyerPurchaser’s outside, third party accountants (the “Accountants”), to enable Buyer Purchaser and its Accountants to prepare financial statements and to conduct audits of such financial statements in accordance with generally accepted auditing standards, such that Buyer Purchaser shall be in compliance with any or all of (a) Rule 3-05 (but only to the extent such Rule 3-05 references Rule or 3-14 of Regulation S-X of the Securities and Exchange Commission (the “Commission”)) and Rule 3-14 of Regulation S-X of the Commission, as applicable; (b) any other rule issued by the Commission and applicable to BuyerPurchaser; and (c) any registration statement, report or disclosure statement filed with the Commission by, or on behalf of BuyerPurchaser; and (ii) a representation letterletter in a form reasonably acceptable to Seller, signed by the individual(s) responsible for Seller’s financial reporting, as prescribed by generally accepted auditing standards promulgated by the Auditing Standards Division of the American Institute of Certified Public Accountants, which representation letter may be required by the Accountants in order to render an opinion concerning Seller’s financial statements.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Corporate Office Properties Trust)

SEC Reporting Requirements. For the period commencing on the date hereof and continuing through the first anniversary of the Closing Date, and without limitation of other document production otherwise required of Seller hereunder, Seller shall, from time to time, upon reasonable advance written notice from BuyerPurchaser, provide Buyer Purchaser and its representatives, with (i) all financial, leasing and other information pertaining to the period of Seller’s ownership of the Interests and operation of the Property, which information is relevant and reasonably necessary, in the opinion of BuyerPurchaser’s outside, third party accountants (the “Accountants”), to enable Buyer Purchaser and its Accountants to prepare financial statements and to conduct audits of such financial statements in accordance with generally accepted auditing standards, such that Buyer Purchaser shall be in compliance with any or all of (a) Rule 3-05 (but only to the extent such Rule 3-05 references Rule or 3-14 of Regulation S-X of the Securities and Exchange Commission (the “Commission”)) and Rule 3-14 of Regulation S-X of the Commission, as applicable; (b) any other rule issued by the Commission and applicable to BuyerPurchaser; and (c) any registration statement, report or disclosure statement filed with the Commission by, or on behalf of BuyerPurchaser; and (ii) a representation letter, signed by the individual(s) responsible for Seller’s financial reporting, as prescribed by generally accepted auditing standards promulgated by the Auditing Standards Division of the American Institute of Certified Public Accountants, which representation letter may be required by the Accountants to render an opinion concerning Seller’s financial statements. Purchaser shall pay all of Seller’s costs and expenses incurred in fulfilling these obligations.

Appears in 1 contract

Samples: Purchase Agreement (Corporate Office Properties Trust)

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SEC Reporting Requirements. For the period commencing on the date hereof Effective Date and continuing through the first anniversary of the Closing Date, and without limitation of other document production otherwise required of Seller hereunder, Seller shall, from time to time, upon reasonable advance written notice from BuyerPurchaser, provide Buyer Purchaser and its representatives, with (i) all financial, leasing and other information pertaining to the period of Seller’s ownership of the Interests and operation of the Property, which information is relevant and reasonably necessary, in the opinion of BuyerPurchaser’s outside, third party accountants (the “Accountants”), to enable Buyer Purchaser and its Accountants to prepare financial statements and to conduct audits of such financial statements in accordance with generally accepted auditing standards, such that Buyer Purchaser shall be in compliance with any or all of (a) Rule 3-05 (but only to the extent such Rule 3-05 references Rule or 3-14 of Regulation S-X of the Securities and Exchange Commission (the “Commission”)) and Rule 3-14 of Regulation S-X of the Commission, as applicable; (b) any other rule issued by the Commission and applicable to BuyerPurchaser; and (c) any registration statement, report or disclosure statement filed with the Commission by, or on behalf of BuyerPurchaser; and (ii) a representation letter, signed by the individual(s) responsible for Seller’s financial reporting, as prescribed by generally accepted auditing standards promulgated by the Auditing Standards Division of the American Institute of Certified Public Accountants, which representation letter may be required by the Accountants in order to render an opinion concerning Seller’s financial statements. Notwithstanding the foregoing, Seller shall not be required, solely for the purpose of Seller’s cooperation pursuant to this Section 18, to incur any cost, expense, obligation or liability, whatsoever, all of which shall be borne by Purchaser.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Corporate Office Properties Trust)

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