Delivery of Financial Information. After notice to the Borrower of a Secondary Market Disclosure Document, the Borrower shall, concurrently with any delivery to the Funding Lender or the Servicer, deliver copies of all financial information required under Article IX.
Delivery of Financial Information. The Borrower will deliver to the Lender such financial or other information in respect of its business and financial status as the Lender may reasonably require including, but not limited to, copies of its unaudited quarterly and annual financial statements.
Delivery of Financial Information. Promptly upon the filing thereof, copies of all registration statements and annual, quarterly, monthly or other regular reports which the Seller, Xxxxx or any of their respective Affiliates files with the SEC.
Delivery of Financial Information. Prior to the Closing, the Seller shall cause to be delivered to the Buyer: (i) the audited consolidated financial statements of the Companies (which shall include the Companies and their Subsidiaries and only the Companies and their Subsidiaries), prepared in accordance with GAAP and audited by PricewaterhouseCoopers LLP or another accounting firm of national standing selected by Seller that is registered with the Public Company Accounting Oversight Board and reasonably acceptable to Buyer (the “Auditing Firm”), consisting of an audited consolidated balance sheet as of December 31, 2017 and audited consolidated statements of operations and comprehensive income (loss), statements of cash flows and statements of stockholders’ equity for the fiscal year of the Companies and their Subsidiaries ended December 31, 2017 (collectively, the “Acquired Companies Audited Financial Statements”), and (ii) unaudited interim consolidated financial statements prepared in accordance with GAAP consisting of (A) an unaudited interim consolidated balance sheet of the Companies and their Subsidiaries as of (I) the last day of the most recent fiscal quarter (other than the fourth fiscal quarter of any fiscal year) of the Companies and their Subsidiaries that has been completed prior to the Closing Date and that has ended at least 45 days before the Closing Date and (II) the last day of the corresponding fiscal quarter of the 2017 fiscal year and (B) unaudited interim consolidated statements of operations and comprehensive income (loss), statements of cash flows and statements of stockholders’ equity of the Companies and their Subsidiaries for (I) the most recent six or nine month, as applicable, fiscal period (other than the fourth fiscal quarter of any fiscal year) of the Companies and their Subsidiaries that has been completed prior to the Closing Date and that has ended at least 45 days before the Closing Date and (II) the corresponding six or nine month, as applicable, fiscal period of the 2017 fiscal year (collectively, the “Acquired Companies Interim Financial Statements”), in each case referred to in this sentence that conform to, and are required to be filed by the Buyer’s parent company pursuant to, the applicable requirements of Regulation S-X under the Securities Act of 1933, as amended and the Securities Exchange Act of 1934, as amended. In addition, from the date hereof and prior to the Closing, Seller shall provide such information, or reasonable access thereto, wi...
Delivery of Financial Information. The Administrative Agent and the Lenders shall have received true and correct copies of (i) the Financial Statements, (ii) the Projections, and (iii) such other financial information as the Lenders may reasonably request.
Delivery of Financial Information. At least once every twelve (12) months Customer shall provide the Bank with such financial statements and other information as the Bank may reasonably request for purposes of evaluating Bank’s risk of nonpayment under this Agreement. The Bank reserves the right to perform periodic customer site inspections to ensure compliance with this Agreement.
Delivery of Financial Information. (a) The Company shall deliver to (i) (A) SoftBank, for so long as SoftBank owns the SoftBank Floor Amount and (B) Honda, for so long as Honda owns the Honda Floor Amount, and (C) to each New Class F Preferred Member, for so long as such Member owns the Class F Floor Amount, and, in each case of clauses (A),(B) and (C), subject to Section 8.03, and (ii) the GM Investor:
(i) as soon as practicable, but in any event within one hundred twenty (120) days (or, with respect to the Fiscal Year ending December 31, 2018, one hundred fifty (150) days), following the end of each Fiscal Year beginning with the Fiscal Year ending December 31, 2018, audited annual financial statements (including balance sheet, income statement, statement of cash flow and statement of members’ equity) and accompanying notes of the Company and its Subsidiaries (on a consolidated basis), prepared in accordance with GAAP (except as may be indicated in the notes thereto);
(ii) as soon as practicable, but in any event within forty-five (45) days, following the end of each of the first three fiscal quarters of each Fiscal Year of the Company beginning with the fiscal quarter ending September 30, 2018, unaudited financial statements (including balance sheet, income statement, statement of cash flow and statement of members’ equity) of the Company and its Subsidiaries (on a consolidated basis), prepared in accordance with GAAP (except as may be indicated in the notes thereto and subject to the absence of footnote disclosures, normal year-end adjustments and such other departures from GAAP as the Board of Directors may authorize); provided, that quarterly information provided before delivery of the first annual audited financial statements is subject to revision as part of the implementation of standalone financial reporting capabilities;
(iii) as soon as practicable, but in any event within thirty (30) days after the end of each month, unaudited trial balances of the Company and its Subsidiaries (on a consolidated basis); provided, that such management accounts will only be required to be delivered to the extent they are otherwise prepared by management of the Company in the ordinary course of business (and in such case shall only be required to be in such form as so otherwise prepared) and, for the avoidance of doubt, any monthly financial information may not include all adjustments necessary to reflect the Company and its Subsidiaries (on a consolidated basis) on a standalone basis in accordanc...
Delivery of Financial Information. For so long as an Investor holds not less than two percent (2%) of the issued Shares on a Fully Diluted Basis, the Company shall deliver to the Investor:
(a) as soon as practicable, but in any event within one hundred and fifty (150) days after the end of each fiscal year of the Company, consolidated income statements and statements of cash flows for the Company and the Group Companies for such fiscal year, consolidated and consolidating balance sheets for the Company and the Group Companies as of the end of the fiscal year as compared to the audited balance sheets of the proceeding fiscal year, all prepared in English, and in accordance with US GAAP, and audited and certified by PricewaterhouseCoopers or another “Big Four” internationally recognized independent certified public accounting firm approved by the Board of Directors;
(b) as soon as practicable, but in any event within sixty (60) days after the end of each fiscal quarter of the Company, unaudited consolidated income statements and statements of cash flows for such fiscal quarter, consolidated and consolidating unaudited balance sheets for the Company and as of the end of such fiscal quarter;
(c) as soon as practicable, but in any event within four (4) months after the commencement of each fiscal year of the Company, annual business plans and revenue and capital projections and budgets for such fiscal year;
(d) as soon as practicable, but in any event within thirty (30) days after the Company becomes aware of any legal action, suit or proceeding by any Person pending or threatened against any member of the Group that would reasonably be expected to have a Material Adverse Effect;
(e) as soon as practicable, but in any event within ten (10) Business Days after providing such information to such other Person, copies of all other documents or other information sent to any other Person in such other Person’s capacity as a Shareholder; and
(f) promptly upon receipt of a request in writing by the Investor, such financial information regarding the Group as the Investor may reasonably request.
Delivery of Financial Information. Guarantor hereby agrees to cause ALS Holdings to deliver the financial information of Guarantor required to be delivered to PSLT-ALS Holdings pursuant to Paragraph 9(d) of the Agreement Regarding Leases and further agrees that any such financial information of Guarantor so delivered may, without the prior consent of, or notice to, Guarantor, be disclosed in offering memoranda or prospectuses, or similar publications in connection with syndications, private placements or public offerings of PSLT-ALS Holdings' (or PSLT-ALS Holdings' direct or indirect Parent's) securities or interests, and any other reporting requirements under applicable federal and state laws, including those of any successor to PSLT-ALS Holdings. Guarantor agrees to provide such other reasonable information necessary to facilitate a private placement or a public offering or to satisfy the SEC or regulatory disclosure requirements. Guarantor agrees to cause its independent accountants, at PSLT-ALS Holdings' cost, to consent to the inclusion of their audit report issued with respect to such financial statements in any registration statement or other filing under federal and state laws and to provide the underwriters participating in any offering of securities or interests of PSLT-ALS Holdings (or PSLT-ALS Holdings' direct or indirect Parent) with a standard accountant's "comfort" letter with regard to the financial information of Guarantor included or incorporated by reference into any prospectus or other offering document. Guarantor also agrees to make available to any underwriter participating in an offering of PSLT-ALS Holdings' (or PSLT-ALS Holdings' direct or indirect Parent's) securities or interests, and any attorney, accountant or other agent or representative retained by an underwriter (an "Inspector"), all financial and other records and pertinent corporate documents of Guarantor as shall be reasonably necessary to enable them to exercise their due diligence responsibility, and cause Guarantor's directors, officers and employees to supply all information requested by any such Inspector in connection with such offering. Upon request of PSLT-ALS Holdings, Guarantor shall notify PSLT-ALS Holdings of any necessary corrections to information PSLT-ALS Holdings proposes to publish within a reasonable period of time (not to exceed three (3) Business Days) after being informed thereof by PSLT-ALS Holdings.
Delivery of Financial Information. The Company will furnish the following reports to (x) each Investor and (y) to each Existing Shareholder holding at least 5% of the Company’s issued and outstanding share capital on an as converted basis (with respect to (y) only, a “Major Holder”):
(i) As soon as practicable after the end of each fiscal year and in any event within ninety (90) days thereafter, the consolidated balance sheet and statement of shareholder equity of the Company as of the end of such fiscal year, and the consolidated statements of income and cash flow for the fiscal year then ended, all in reasonable detail, stating in each case in comparative form the figures of the preceding fiscal year, United States dollar denominated, audited and certified by independent public accounting firm which is one of (or is affiliated with one of) the “Big Four” US accounting firms, with offices in Israel who are members of the Israeli Institute of Certified Public Accountants, in each case in English and accompanied by an opinion in English of such firm which opinion shall state that such balance sheet and statements of shareholder equity, income and cash flow have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) applied on a basis consistent with that of the preceding fiscal year, and present fairly and accurately in all material respects the financial position of the Company as of the date, and the results of the Company’s operations during the periods, to which they relate, and that the audit by such accountants in connection with such financial statements has been made in accordance with United Stated generally accepted auditing standards.
(ii) As soon as practicable, and in any event within forty-five (45) days after the end of the first, second and third quarters of each fiscal year of the Company, un-audited, but reviewed by independent public accounting firm which is one of (or is affiliated with one of) the “Big Four” US accounting firms, with offices in Israel who are members of the Israeli Institute of Certified Public Accountants, United States dollar denominated consolidated balance sheets of the Company as of the end of such quarter and consolidated statements of income and cash flow of the Company for such quarter and for the portion of the fiscal year ending with such period, in each case in English and in reasonable detail, stating in each case in comparative form the figures for the corresponding period of the preceding fiscal yea...
