Updated Financial Information. (a) From the date of this Agreement until the Closing Date or the termination of this Agreement pursuant to ARTICLE 7, and subject to Section 5.24(c), Seller will provide to Purchaser (i) at the same time that it receives such materials from the Bank, copies of all future monthly managerial financial packages of the type included in Section 1.3 of the Dataroom and (ii) as promptly as practicable, but in no event later than the thirtieth (30th) day following the end of the relevant quarter-end month, copies of all future Bank Call Reports. Each of the quarterly unaudited consolidated financial statements contained in the Bank Call Reports delivered pursuant to the foregoing clause (ii) will fairly present in all material respects the consolidated financial position of the Bank and its Subsidiaries, as of the dates thereof, and their respective results of operations and cash flows for the periods then ended, in each case, in conformity with GAAP and/or requirements under applicable Law (including applicable regulatory accounting principles) applied on a consistent basis (except as may be indicated in the notes thereto).
(b) If requested by Purchaser, and subject to Section 5.24(c), Sellers will prepare Carveout Financial Statements as promptly as practicable after January 1, 2022. Sellers shall keep Purchasers reasonably informed on a current basis regarding the preparation of such Carveout Financial Statements. For purposes of this Agreement, “Carveout Financial Statements” means (a) a consolidated balance sheet for the Bank and the Transferred Subsidiaries (taking into account the Excluded Assets and Liabilities Transfer) as of December 31, 2021, and the related consolidated statements of comprehensive income for the year ended December 31, 2021, and (b) a consolidated balance sheet for Bank and the Transferred Subsidiaries (taking into account the Excluded Assets and Liabilities Transfer) as of the end of each fiscal quarter subsequent to December 31, 2021, and the related consolidated statements of income for the fiscal year-to-date period then ended. The Carveout Financial Statements will be prepared on a consistent basis as the carveout financial statements included in Section 1.3 of the Dataroom. If Purchaser is required to file financial statements related to the acquired business of the Bank and the Transferred Subsidiaries after the Closing for SEC reporting purposes (including pursuant to Item 9.01 of Form 8-K), then at the request of Purchaser, p...
Updated Financial Information. From the date of this Agreement until the Closing Date or the termination of this Agreement pursuant to ARTICLE VII, Seller will provide to Purchaser (i) at the same time that it receives such materials from the Company, unredacted copies of all future monthly financial packages of the type included in Section 1.2.3. of the Dataroom and (ii) as promptly as practicable, but in no event later than the thirtieth (30th) day following the end of the relevant quarter-end month, the quarterly unaudited consolidated financial statements (including any related notes and schedules thereto) of the Company that are prepared for management purposes, for each of the quarters ended thereafter (the “Quarterly Unaudited Financial Statements”). Each of the statements of financial condition included in the Quarterly Unaudited Financial Statements fairly presents, or will fairly present, in all material respects the consolidated financial position of the Company as of its date, and each of the statements of income and changes in stockholders’ equity and cash flows or equivalent statements included in the Quarterly Unaudited Financial Statements fairly presents or will fairly present in all material respects the consolidated results of operations, changes in stockholders’ equity and changes in cash flows, as the case may be, of the Company for the periods set forth therein, in each case in accordance with GAAP, in each case, to (A) any matter to the extent disclosed in the Quarterly Unaudited Financial Statements (or the notes thereto, if applicable), and (B) to normal year-end adjustments.
Updated Financial Information. Copy of Identification of Proposer and Equity Members Form B-1 Exhibit C, Section 2.0 Copy of Information About Proposer Organization Form B-2 Exhibit C, Section 2.0 Copy of Information About Major Participants, Major Professional Services Firms and Identified Subcontractors Form B-3 Exhibit C, Section 2.0 Current Prequalification Letter No forms are provided Exhibit C, Section 2.0 Copy of Surety Information No forms are provided Exhibit C, Section 2.0 Guarantor letters of support (as required) Form T. Form B-1 is required for the guarantor. Exhibit C, Section 2.0 Letter regarding material change in financial condition since submission of the QS and for next reporting period No forms are provided Exhibit C, Section 2.0 Design-Build Price Form M-1 Exhibit C, Section 3.1 Design-Build Price Breakdown Form M-1.1 Exhibit C, Section 3.1 ATC Cost Adjustment Form M-1.2 Exhibit C, Section 3.1 DB Contractor Draws/Cash Flow Table Form M-2 Exhibit C, Section 3.1 Maintenance Price Form N Exhibit C, Section 3.2 Schedule Adjustment Credit Form O Exhibit C, Section 3.3
Updated Financial Information. As soon as is reasonably practicable following the end of any fiscal quarter or fiscal year of Seller, Seller shall deliver to Purchaser pro forma financial information with respect to such quarter or year and with respect to the period from the end of the previous fiscal year to the end of such quarter or year, as applicable, in each case using the same methodology as was used in preparing the Pro Forma Financial Statements, it being understood that the quarterly financial information to be provided shall consist solely of a pro forma income statement.
Updated Financial Information. As soon as reasonably available after the date of this Agreement, KTYB will deliver to SYBT any additional audited consolidated financial statements which have been prepared on its behalf or at its direction, the monthly consolidated unaudited balance sheets and profit and loss statements of KTYB prepared for its internal use, and all other financial reports or statements submitted to regulatory authorities after the date hereof, to the extent permitted by applicable law (collectively, "Subsequent KTYB Financial Statements"). The Subsequent KTYB Financial Statements will be prepared on a basis consistent with KTYB’s past accounting practices and GAAP, to the extent required, and shall present fairly the financial condition and results of operations as of the dates and for the periods presented (except in the case of unaudited financial information for the absence of notes and/or year-end adjustments). The Subsequent KTYB Financial Statements, including the notes thereto, will not include any assets, liabilities or obligations or omit to state any assets, liabilities or obligations, absolute or contingent, or any other facts, which inclusion or omission would render the Subsequent KTYB Financial Statements inaccurate, incomplete or misleading in any material respect.
Updated Financial Information. As soon as reasonably available, Company shall deliver to Acquiror complete copies of all Quarterly Reports on Form 10-QSB, Current Reports on Form 8-K, Annual Reports on Form 10-KSB, and any amendments of past filings, as and when these reports are filed hereafter with the SEC pursuant to the 1934 Act. The financial statements contained in the reports will be prepared in accordance with generally accepted accounting principles consistently applied (except for changes required by applicable governmental authorities or by generally accepted accounting principles) and will present fairly the consolidated financial condition of Company and the Company's Subsidiaries as of the dates indicated and for the periods then ended.
Updated Financial Information. Parent shall deliver to ----------------------------- Purchaser unaudited results of operations and balance sheets for the Group Members for the monthly periods prior to the Closing Date, to the extent prepared by the Group Members in the ordinary course of business.
Updated Financial Information. From the date hereof until the Closing Date (or the earlier termination of this Agreement), as soon as internally available and in any event within 25 days after the end of each calendar month, FIG shall deliver to Purchaser complete copies of monthly consolidated financial statements of the Sellers (including a balance sheet, statement of income and statement of cash flows) ("Monthly Financial Statements") for the preceding month. Each of the Sellers represents and covenants that, except for normal interim and year-end audit adjustments, the Monthly Financial Statements referred to in the preceding sentence shall be prepared in accordance with GAAP consistently applied (except for changes required by GAAP), and shall fairly present in all material respects the consolidated financial condition and results of operations of the Sellers and the Business as of the dates indicated and for the periods then ended.
Updated Financial Information. Sellers shall deliver to Purchaser the financial statements, materials, reports and other information required to be delivered under Sections 5.01(a)-(n), (p) (q) and (s) of the DIP Credit Agreement, as in effect on the date hereof, as and when delivered to the DIP Credit Agreement Administrative Agent, as well as any other notices provided to the DIP Credit Agreement Administrative Agent under the DIP Credit Agreement or otherwise regarding events of default under the DIP Credit Facility or the condition (financial or otherwise), business or affairs of Sellers, as and when delivered to the DIP Credit Agreement Administrative Agent. Sellers shall also deliver to Purchaser promptly but in any event within two Business Days, notice of Sellers' inability to access its cash balances or extensions of credit under the terms of the DIP Credit Agreement.
Updated Financial Information. Audited fiscal financial statements for all periods subsequent to the QS and unaudited interim financial statements No forms are provided Exhibit C, Section 2.0 Guarantor Letter (if required) Form T. Form B-1 is also required for the guarantor. Exhibit C, Section 2.0 For publicly held companies, most recent SEC 10-K and 10-Q reports and any 8-Ks filed since the QS No forms are provided Exhibit C, Section 2.0 Credit ratings No forms are provided Exhibit C, Section 2.0 Letter regarding material change in financial condition since submission of the QS and for next reporting period No forms are provided Exhibit C, Section 2.0 Letter disclosing all material off balance sheet liabilities No forms are provided Exhibit C, Section 2.0 Design-Build Price Form M-1 Exhibit C, Section 3.1 Design-Build Price Breakdown Form M-1.1 Exhibit C, Section 3.1 ATC Cost Adjustment Form M-1.2 Exhibit C, Section 3.1 DB Contractor Draws/Cash Flow Table (Base Scope) Form M-2 Exhibit C, Section 3.1 Maintenance Price Form N-1 and Form N-2 Exhibit C, Section 3.2 Xxxxxxxx XxXxxxxxx Xxxxxxx Price Form M-3 Exhibit C, Section 3.3 Xxxxxxxx XxXxxxxxx Xxxxxxx Price Breakdown Form M-3.1 Exhibit C, Section 3.3 DB Contractor Draws/Cash Flow Table – Xxxxxxxx XxXxxxxxx Xxxxxxx Form M-4 Exhibit C, Section 3.3 Proposed Substantial Completion Deadline and Road User Price Form O Exhibit C, Section 3.4 Texas Department of Transportation Exhibit E RFP Addendum 12 Texas Department of Transportation Exhibit F RFP Addendum 12 Dallas Horseshoe Page 1 of 1 Volume I – Instructions to Proposers August 29,September 17, 2012 Ex. F – Right of Entry Process Proposers desiring to obtain access during the procurement to property that is not owned by the State along the IH 35E and IH 30 Right of Way shall submit a request to TxDOT that includes the parcel numbers and reasons for access. TxDOT shall be responsible for contacting the relevant property owner(s) and negotiating a right of entry for use by all Proposers. Proposers are advised that the process of obtaining rights of entry from property owners other than TxDOT may take a minimum of 2-4 weeks. Proposers shall be responsible for providing timely requests to TxDOT. Proposers shall comply with any requirements, conditions and restrictions of the property owner. The form of Right of Entry Agreement to be signed by the respective property owner is attached as Appendix A to Exhibit F-1. Texas Department of Transportation Exhibit F-1 RFP Addendum 12 Dallas Horseshoe...
