Common use of Statements of Reconciliation after Change in Accounting Principles Clause in Contracts

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing Date, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statements, the consolidated financial statements of Company and its Subsidiaries delivered pursuant to Section 5.1(b) or 5.1(c) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance satisfactory to the Requisite Purchaser;

Appears in 5 contracts

Samples: Master Note Purchase Agreement (Ontrak, Inc.), Master Note Purchase Agreement (Ontrak, Inc.), Master Note Purchase Agreement (Ontrak, Inc.)

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Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies (or the application thereof) from those used in the preparation of the Historical Financial Statements, the consolidated financial statements of Company and its Subsidiaries subsidiaries delivered pursuant to Section 5.1(b5.1(a) or 5.1(c5.1(b) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance satisfactory to the Requisite PurchaserAdministrative Agent;

Appears in 3 contracts

Samples: Credit and Guaranty Agreement (Cit Group Inc), Amendment Agreement (Cit Group Inc), Credit and Guaranty Agreement (Cit Group Inc)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial StatementsStatements of the U.S. Borrower prior to giving effect to the Transactions, the consolidated financial statements of Company and its Subsidiaries the Group delivered pursuant to Section 5.1(b5.01(a) or 5.1(c5.01(b) will shall differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such changechange (or as promptly as practicable thereafter), one or more statements of reconciliation for all such prior financial statements in form and substance reasonably satisfactory to the Requisite PurchaserAdministrative Agent;

Appears in 3 contracts

Samples: Credit and Guaranty Agreement (Phillips Van Heusen Corp /De/), Credit and Guaranty Agreement (Phillips Van Heusen Corp /De/), Credit and Guaranty Agreement (Phillips Van Heusen Corp /De/)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statements, the consolidated financial statements of Company the Borrower and its Subsidiaries delivered pursuant to Section 5.1(b5.1(a) or 5.1(c5.1(b) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance satisfactory to the Requisite PurchaserAdministrative Agent;

Appears in 3 contracts

Samples: Senior Subordinated Bridge Loan Agreement (Source Interlink Companies Inc), Revolving Credit Agreement (Source Interlink Companies Inc), Term Loan Agreement (Source Interlink Companies Inc)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statementsfinancial statements referred to in Section 5.07, the consolidated financial statements of Company the U.S. Borrower and its Subsidiaries delivered pursuant to Section 5.1(b6.01(a) or 5.1(c6.01(b) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions thereto had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior the financial statements from the immediately preceding reporting period in form and substance satisfactory to the Requisite Purchaser;Administrative Agent.

Appears in 3 contracts

Samples: Credit Agreement (GTT Communications, Inc.), Credit Agreement (GTT Communications, Inc.), Credit Agreement (GTT Communications, Inc.)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statements, the consolidated financial statements of Company and its Subsidiaries delivered pursuant to Section 5.1(b) or 5.1(c) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance reasonably satisfactory to the Requisite PurchaserLenders;

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (SolarWinds, Inc.), Credit and Guaranty Agreement (SolarWinds, Inc.)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statementsfinancial statements previously delivered pursuant to Sections 5.1(a) and 5.1(b), the consolidated financial statements of (i) Enova and (ii) Company and its Subsidiaries delivered pursuant to Section 5.1(b5.1(a) or 5.1(c5.1(b) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance reasonably satisfactory to the Requisite PurchaserAdministrative Agent;

Appears in 2 contracts

Samples: Credit Agreement (Enova International, Inc.), Credit Agreement (Enova International, Inc.)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statementsfinancial statements previously delivered pursuant to Sections 5.1(a) and 5.1(b), the consolidated financial statements of (i) Enova and (ii) Company and its Subsidiaries delivered pursuant to Section 5.1(b5.1(a) or 5.1(c5.1(b) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance reasonably satisfactory to Administrative Agent and the Requisite PurchaserLenders;

Appears in 2 contracts

Samples: Credit Agreement (Enova International, Inc.), Credit Agreement (Enova International, Inc.)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statements, the consolidated financial statements of Company Borrower and its Subsidiaries delivered pursuant to Section 5.1(b) or 5.1(c) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form compliance in all material respects with and substance satisfactory to the Requisite Purchaserextent such reconciliation is required by GAAP;

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Hologic Inc), Credit and Guaranty Agreement (Hologic Inc)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statementsconsolidated financial statements of the Borrower and its Subsidiaries for the Fiscal Year ended December 31, 2006, the consolidated financial statements of Company the Borrower and its Subsidiaries delivered pursuant to Section 5.1(b5.01(b) or 5.1(c5.01(c) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance reasonably satisfactory to the Requisite PurchaserAdministrative Agent;

Appears in 2 contracts

Samples: Term Loan Credit Agreement (Amscan Holdings Inc), Abl Credit Agreement (Amscan Holdings Inc)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in after the preparation of the Historical Financial StatementsFiling Date, the consolidated financial statements of the Company and its Subsidiaries delivered pursuant to Section 5.1(b6.1(b) or 5.1(cSection 6.1(c) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance satisfactory to the Requisite PurchaserRequired Lenders;

Appears in 2 contracts

Samples: Financing Agreement (Global Geophysical Services Inc), Settlement Agreement

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in after the preparation of the Historical Financial StatementsClosing Date, the consolidated financial statements of Company Holdings and its Subsidiaries delivered pursuant to Section 5.1(b5.01(b) or 5.1(cSection 5.01(c) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance reasonably satisfactory to the Requisite PurchaserRequired Lenders;

Appears in 2 contracts

Samples: First Lien Credit Agreement (Global Geophysical Services Inc), Second Lien Credit Agreement (Global Geophysical Services Inc)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statements, the consolidated financial statements of Company Borrower and its Subsidiaries delivered pursuant to Section 5.1(b5.01(b) or 5.1(c5.01(c) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance reasonably satisfactory to the Requisite PurchaserAdministrative Agent;

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Priority Technology Holdings, Inc.), Credit and Guaranty Agreement (Priority Technology Holdings, Inc.)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statements, the consolidated financial statements of the Company and its Subsidiaries delivered pursuant to Section 5.1(b) or 5.1(c) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance reasonably satisfactory to the Requisite PurchaserAdministrative Agent;

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Easton-Bell Sports, Inc.), Credit and Guaranty Agreement (Bell Powersports, Inc.)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statements, the consolidated financial statements of Company the Borrower and its Subsidiaries delivered pursuant to Section 5.1(b5.1(a) or 5.1(c5.1(b) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance satisfactory to the Requisite PurchaserLender;

Appears in 1 contract

Samples: Credit Agreement (Esports Technologies, Inc.)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing Date, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statements, the consolidated financial statements of Company and its Subsidiaries delivered pursuant to Section 5.1(b) or 5.1(c) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance satisfactory to Requisite Purchasers;” Section 5.1 of the Requisite Purchaser;Note Purchase Agreement is hereby amended by replacing clause (i) thereof in its entirety with the following:

Appears in 1 contract

Samples: Note Purchase Agreement (Ontrak, Inc.)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statements, the consolidated financial statements of Company the then applicable Reporting Person and its Subsidiaries delivered pursuant to Section 5.1(b5.1(a) or 5.1(c5.1(b) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance reasonably satisfactory to the Requisite PurchaserAdministrative Agent;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Eagle Rock Energy Partners, L.P.)

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Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statements, the consolidated financial statements of Company and its Subsidiaries delivered pursuant to Section 5.1(b) or 5.1(c) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance satisfactory to the Requisite PurchaserPurchasers;

Appears in 1 contract

Samples: Note Purchase Agreement (Catasys, Inc.)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies (or the application thereof) from those used in the preparation of the Historical Financial Statements2007 audited financial statements of the Company and its Subsidiaries, the consolidated financial statements of Company and its Subsidiaries delivered pursuant to Section 5.1(a), 5.1(b) or 5.1(c) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance satisfactory to the Requisite PurchaserAdministrative Agent;

Appears in 1 contract

Samples: Debtor in Possession Credit and Guaranty Agreement (Syntax-Brillian Corp)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statements, the consolidated financial statements of Company Holdings and its Subsidiaries delivered pursuant to Section 5.1(b) or 5.1(c) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance reasonably satisfactory to the Requisite PurchaserNote Agent;

Appears in 1 contract

Samples: Note Purchase Agreement (Inspired Entertainment, Inc.)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statementsconsolidated financial statements of the Borrower and its Subsidiaries for the Fiscal Year ended December 31, 2009, the consolidated financial statements of Company the Borrower and its Subsidiaries delivered pursuant to Section 5.1(b5.01(b) or 5.1(c5.01(c) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance reasonably satisfactory to the Requisite PurchaserAdministrative Agent;

Appears in 1 contract

Samples: Term Loan Credit Agreement (Amscan Holdings Inc)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statements, the consolidated financial statements of Company Borrower and its Subsidiaries delivered pursuant to Section 5.1(b) or 5.1(c5.1(a) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance satisfactory to the Requisite PurchaserLenders;

Appears in 1 contract

Samples: Secured Superpriority Debtor in Possession Credit Agreement (Molycorp, Inc.)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statements, the consolidated financial statements of Company and its Subsidiaries delivered pursuant to Section 5.1(b) or Section 5.1(c) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance satisfactory to the Requisite PurchaserRequired Lenders;

Appears in 1 contract

Samples: Financing Agreement (Global Geophysical Services Inc)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Pro Forma Financial Statements, the consolidated financial statements of Company Holdings and its Subsidiaries delivered pursuant to Section 5.1(b5.01(a) or 5.1(c5.01(c) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance satisfactory to the Requisite PurchaserLenders;

Appears in 1 contract

Samples: Purchase Agreement (Prommis Solutions Holding Corp.)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statements, the consolidated financial statements of Company and its Subsidiaries delivered pursuant to Section 5.1(b) or Section 5.1(c) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance reasonably satisfactory to the Requisite PurchaserCollateral Agent;

Appears in 1 contract

Samples: Financing Agreement (Federal Signal Corp /De/)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statements, the consolidated financial statements of Company Borrower and its Subsidiaries delivered pursuant to Section 5.1(b) or 5.1(c) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance satisfactory to the Requisite PurchaserLenders;

Appears in 1 contract

Samples: Second Lien Credit and Guaranty Agreement (X Rite Inc)

Statements of Reconciliation after Change in Accounting Principles. Solely in the event any Purchaser makes a written request therefor after the Closing DateIf, if as a result of any change in accounting principles and policies from those used in the preparation of the Historical Financial Statements, the consolidated financial statements of Company and its Subsidiaries delivered pursuant to Section 5.1(b) or Section 5.1(c) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first delivery of such financial statements after such change, one or more statements of reconciliation for all such prior financial statements in form and substance satisfactory to the Requisite PurchaserAgent;

Appears in 1 contract

Samples: Financing Agreement (Metalico Inc)

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