The Locked Box Accounts. (a) A copy of the Locked Box Accounts is attached to or enclosed in the Disclosure Letter.
The Locked Box Accounts. The Locked Box Accounts:
The Locked Box Accounts. The Locked Box Accounts have been prepared in good faith and with all due care and attention in accordance with the relevant Accounting Principles as consistently applied by the Company, and do not materially misstate the state of affairs of the Company and its assets and liabilities as at the Locked Box Date and its profits for the period ended on that date.
The Locked Box Accounts. 1.2.1 The Locked Box Accounts have been prepared on the bases stated therein and, subject thereto, on a basis consistent, in all material respects, with the accounting policies used to prepare the Accounts.
The Locked Box Accounts. (i) have been prepared with due care and attention, having regard to their nature and purpose; and (ii) in all material respects, do not misstate the assets and liabilities of the Existing XxxX Subsidiaries at the Locked Box Date and the profit and loss for the period. 2.2.3 Since the Locked Box Date, the business of the XxxX Group has been carried on as a going concern in the ordinary and usual course, without any material interruption or material alteration in its nature, scope or manner. 3 Financial Obligations 3.1 Financial Facilities 3.1.1 Material details of all financial facilities outstanding or available to the Existing XxxX Subsidiaries from shareholders and any other third party lenders (including loans, bonds and hedging instruments but excluding the granting of any trade indebtedness in the ordinary course of business), in each case exceeding £10,000,000 (each such financial facility, a “Relevant Facility”) and all material terms of all such Relevant Facilities (including all amendments, waivers, modifications thereto (either already sought or otherwise in the process of negotiation or being sought)) are given in the Data Room and no written notice of termination or acceleration (or intention to terminate or accelerate) has been received by an Existing XxxX Subsidiary in respect of a Relevant Facility and, so far as the Seller is aware, no fact or circumstance has occurred, or has been alleged in writing to have occurred, as a result of which a lender or hedge counterparty (in the case of an Existing XxxX Subsidiary’s hedging arrangements) would be entitled to terminate or accelerate any Relevant Facility.
The Locked Box Accounts. The Locked Box Accounts have been prepared in accordance with K-GAAP and fairly represent the assets and liabilities and profit and losses of the Company as of the date on which they have been prepared. The Locked Box Accounts do not (i) materially misstate, or omit any material item regarding, the assets or liabilities of the Company as at the Locked Box Date, or (ii) materially misstate, or omit any material item regarding, the profits or losses of the Company in respect of the period to which they relate.
The Locked Box Accounts. (a) have been prepared in accordance with the same accounting policies, practices, methods and estimation techniques used in the preparation of the Accounts, with due care and on a basis consistent in all material respects with that adopted in the preparation of the Accounts; and
The Locked Box Accounts. The audited consolidated accounts of the Company in respect of the twelve (12) month period ended on the Locked Box Accounts Date provided in the Data Room (the Locked Box Accounts):
The Locked Box Accounts. The Locked Box Accounts have been prepared in good faith and with all due care and attention in accordance with IFRS and the accounting policies, principles, estimation techniques, measurement bases, practices and procedures used in preparing the Last Accounts (in each case applied on a consistent basis) and fairly present the state of affairs and financial position, profits, losses, assets and liabilities of the Target Companies as at the Locked Box Accounts Date and the results thereof for the financial year ended on the Locked Box Accounts Date, provided that this Warranty shall not apply in respect of deferred tax in the Locked Box Accounts.
The Locked Box Accounts. (i) have been prepared from the books of accounts and ledgers of the Group Members in accordance with Applicable Law and US GAAP applied on a consistent basis; and
