GAAP Exceptions definition

GAAP Exceptions means the exceptions described on Schedule 3.9(a).

GAAP Exceptions means the following: (A) no accounting for income taxes; (B) no accounting for Parent’s Employee Stock Purchase Plan; and (C) not all purchase accounting entries related to Parent’s purchase of Seller have been pushed down to the Network Business.

GAAP Exceptions means typical year-end adjustments and a lack of footnotes otherwise required by GAAP.

Examples of GAAP Exceptions in a sentence

• The Borrower shall keep proper books of record and account in which full and true entries will be made of all dealings or transactions of or in relation to the business and affairs of the Borrower, in accordance with GAAP (subject, however, to the GAAP Exceptions), consistently applied.

• The Closing Date Balance Sheet shall present fairly, on a good faith basis, the estimated financial position of the Network Business as of the Closing Date, subject to the GAAP Exceptions and the Closing Date Balance Sheet Exceptions.

• The Closing Asset Value will be prepared in accordance with GAAP, except for the GAAP Exceptions, consistently applied and consistently with the Estimated Asset Value and the balance sheet included in the Carve-Out Financial Statements.

• The Borrower shall keep proper DM3\2429630.8 books of record and account in which full and true entries will be made of all dealings or transactions of or in relation to the business and affairs of the Borrower, in accordance with GAAP (subject, however, to the GAAP Exceptions), consistently applied.

• All inventory shall be valued in accordance with GAAP, subject to the GAAP Exceptions.

More Definitions of GAAP Exceptions

GAAP Exceptions the exceptions to GAAP and/or the accounting principles and methods of Sellers and Foreign Subsidiary which modify or interpret GAAP, all as set forth on Exhibit 3.4.

GAAP Exceptions means those exceptions to GAAP as outlined on Appendix H.

GAAP Exceptions means unaudited financial statements not prepared in accordance with GAAP to the extent that such financial statements (a) are subject to cost report and other year-end audit adjustments, (b) do not contain footnotes, (c) were prepared without physical inventories, (d) are not restated for subsequent events, (e) may not contain a statement of construction in process, and (f) as set forth on Schedule 1.1(f) attached hereto.

GAAP Exceptions means (i) such departures from GAAP as are listed in Note 1 to the December 31, 1996 Financial Statements (ii) deferred taxes and any liability for Taxes payable by Seller pursuant to this Agreement shall be eliminated, and (iii) no liability shall be recorded to reflect any acceleration made under Section 5.8 of that certain Acquisition Agreement dated July 31, 1996 between FCE Ltd. and Enterra Patco Oilfield Products Limited or under Section 5.8 of that certain Acquisition Agreement dated July 31, 1996, between FCE and Enterra Patco Oilfield Products, Inc.

GAAP Exceptions means, with respect to any Borrower, (i) the failure by such Borrower to restate its balance sheet tax contingency reserves and income statement tax provisions for its Fiscal Years 2000-2004, and the related financial statement adjustments, and (ii) the failure by such Borrower to shift its basis of accounting from a going concern basis to a liquidation basis for any Fiscal Year, in each case, as more particularly described in the letter from Borrowers to Administrative Agent dated March 4, 2005.

GAAP Exceptions has the meaning ascribed thereto in Section 2.04(a).

GAAP Exceptions shall have the meaning set forth in Section 3.14(b). US-DOCS\102662145.20