Annual Statements. (i) within 120 days after the end of each fiscal year of the Company, duplicate copies of (A) a consolidated balance sheet of the Company and its Subsidiaries as at the end of such year, and (B) consolidated statements of income, changes in shareholders’ equity and cash flows of the Company and its Subsidiaries for such year, (ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of (A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and (B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year, (C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report thereon of independent public accountants of recognized national standing, which report shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report in the circumstances provided that the delivery within the time period specified above of Unitil’s Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SEC, shall be deemed to satisfy the requirements of Section 7.1(b)(ii), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 3 contracts
Sources: Note Purchase Agreement, Note Purchase Agreement (Unitil Corp), Note Purchase Agreement (Unitil Corp)
Annual Statements. (i) within 120 days after the end of each fiscal year of the Company, duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries Subsidiaries, as at the end of such year, and
(Bii) consolidated statements of incomeearnings, changes in shareholdersstockholders’ equity and cash flows of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report by
(A) an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the consolidated financial position of the companies being reported upon and their consolidated results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, and
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit), provided that the posting on its official website or delivery within the time period specified above of Unitilthe Company’s Annual Report on Form 10-K (the “Form 10-K”including copies of each exhibit filed therewith) for such fiscal year (together with Unitil’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant’s certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), so long as such Report includes each of the financial statements (and the comparative historical figures) referred to above, provided, furtherhowever, that any such report or document as contemplated by this Section 7.1(b) which has been posted to the Company Company’s official website with general access rights for the public shall be deemed to have made been delivered to the holders of Notes as contemplated by this Section 7.1(b) so long as the Company has provided each holder of Notes prior notice, by electronic mail to the electronic address provided by such delivery holder of Notes, of such Form 10-K if Unitil shall have timely made Electronic Delivery thereofposting;
Appears in 3 contracts
Sources: Note Purchase and Private Shelf Agreement (Tiffany & Co), Note Purchase and Private Shelf Agreement (Tiffany & Co), Note Purchase Agreement (Tiffany & Co)
Annual Statements. (i) within 120 90 days after the end of each fiscal year Fiscal Year of the Company, duplicate copies of:
(Ai) a consolidated balance sheet of the Company and its Consolidated Subsidiaries as at the end of such yearFiscal Year, and
(Bii) consolidated statements of income, changes in shareholders’ equity and cash flows of the Company and its Consolidated Subsidiaries for such year,
(ii) within 120 days after the end of each fiscal year of UnitilFiscal Year, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal yearFiscal Year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report an opinion thereon of independent public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances; provided that the delivery within the time period specified above of Unitilthe Company’s Annual Report on Form 10-K 10‑K (the “Form 10-K10‑K”) for such fiscal year Fiscal Year (together with Unitilthe Company’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 14a‑3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SEC, SEC shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K 10‑K if Unitil it shall have timely made Electronic Delivery thereof;
Appears in 3 contracts
Sources: Note Purchase Agreement (Tampa Electric Co), Note Purchase Agreement (Tampa Electric Co), Note Purchase Agreement (Tampa Electric Co)
Annual Statements. (i) within 120 90 days after the end of each fiscal year of the CompanyBorrower, duplicate copies of
(Ai) a consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such year, and
(Bii) consolidated statements of incomeoperations, shareholders' equity and changes in shareholders’ equity and cash flows financial position of the Company Borrower and its Subsidiaries for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report by
(A) an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, and
(B) a certificate of such accountants stating that in making the examination necessary for certification of such financial statements pursuant to the preceding subclause (A), such accountants have obtained no knowledge of any Default or Event of Default or, if in the opinion of such accountants such a Default or Event of Default has occurred and is continuing, a statement as to the nature thereof, provided that the delivery within the time period specified above of Unitil’s the Borrower's Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s the Borrower's annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SEC, together with the accountant's certificate described in subclause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii5.1(c), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 3 contracts
Sources: Bridge Loan Agreement (PLD Telekom Inc), Bridge Loan Agreement (Metromedia International Group Inc), Bridge Loan Agreement (PLD Telekom Inc)
Annual Statements. (i) within 120 100 days after the end of each fiscal year of the Company, duplicate copies of,
(A1) a consolidated and consolidating balance sheet of the Company and its Subsidiaries Subsidiaries, as at the end of such year, and
(B2) consolidated and consolidating statements of income, changes in shareholders’ equity and cash flows of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, provided that in the event the Company becomes a reporting company under the Exchange Act, the delivery within the time period specified above of Unitilthe Company’s Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitilthe Company’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SEC, Securities and Exchange Commission shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), and provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil it shall have timely made Electronic Delivery thereof;
Appears in 2 contracts
Sources: Note Purchase Agreement (New Jersey Resources Corp), Note Purchase Agreement (New Jersey Resources Corp)
Annual Statements. (i) − as soon as available, but in any event within 120 days after the end of each fiscal year Fiscal Year of the Company, duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries Subsidiaries, as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholderspartners’ equity and cash flows of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal yearFiscal Year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report and opinion thereon of independent public accountants of recognized national standing, which report opinion shall be without a “going concern” or similar qualification or exception and without any qualification or exception as to the scope of the audit on which such opinion is based and shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standardsthe standards of the Public Company Accounting Oversight Board (United States), and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances; provided that the delivery within the time period specified above of Unitilthe MLP’s SEC Form 10-K (the “Form 10-K”) for such fiscal year Fiscal Year (together with Unitilthe Company’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSEC shall, shall so long as the only material operating entity and other assets held by the MLP are, and the only material liabilities of the MLP are liabilities of, the Company (including, for this purpose, the Company’s Subsidiaries), be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), ; and provided, further, that the Company shall be deemed to have made such delivery of such SEC Form 10-K if Unitil it shall have timely made Electronic Delivery thereof;
Appears in 2 contracts
Sources: Note Purchase Agreement (Alliance Holdings GP, L.P.), Note Purchase Agreement (Alliance Resource Partners Lp)
Annual Statements. (i) within 120 105 days after the end of each fiscal year of the Company, duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries Subsidiaries, as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholders’ ' equity and cash flows of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report by
(A) an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances provided circumstances, and
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit), PROVIDED that the delivery within the time period specified above of Unitil’s the Company's Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s the Company's annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant's certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 2 contracts
Sources: First Amendment and Consent (United Asset Management Corp), Note Purchase Agreement (United Asset Management Corp)
Annual Statements. (i) As soon as available and in any event within 120 90 days after the end close of each fiscal year of the Company, duplicate copies of:
(Ai) a consolidated balance sheet of the Company and its Subsidiaries as at of the end close of such fiscal year, and
(Bii) consolidated statements of incomeearnings, changes in shareholders’ ' equity and cash flows of the Company and its Subsidiaries for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case setting forth in comparative form the consolidated figures for the previous preceding fiscal year, all in reasonable detail, prepared in accordance with GAAP, detail and accompanied by a report thereon of a firm of independent public accountants of recognized national standing, which report shall state standing selected by the Company to the effect that such the consolidated financial statements present fairly, in all material respects, the consolidated financial position of the companies Company and its Subsidiaries as of the end of the fiscal year being reported upon on and their the consolidated results of the operations and cash flows and have been prepared for said year in conformity with GAAP, GAAP and that the examination of such accountants in connection with such financial statements has been made conducted in accordance with generally accepted auditing standards, standards and that included such audit provides a reasonable basis for tests of the accounting records and such report other auditing procedures as said accountants deemed necessary in the circumstances circumstances, provided that the delivery within the time period specified above of Unitil’s the Company's Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s the Company's annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant's certificate described in paragraph (7) below, shall be deemed to satisfy the requirements of Section 7.1(b)(iithis SECTION 5.16(a)(2), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 2 contracts
Sources: Note Agreement (Universal Forest Products Inc), Note Agreement (Universal Forest Products Inc)
Annual Statements. (i) within 120 days after the end of each fiscal year of the Company, duplicate copies of
(A) a consolidated balance sheet of the Company and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of the Company and its Subsidiaries for such year,; and
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) , setting forth in each case above in Section 7.1(b)(i) and Section 7.1(b)(ii) in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report thereon of independent public accountants of recognized national standing, which report shall state to the effect that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report in the circumstances circumstances, provided that the delivery within the time period specified above of Unitil’s Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance material compliance with the requirements therefor and filed with the SEC, shall be deemed to satisfy the requirements of Section 7.1(b)(ii), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 2 contracts
Sources: Note Purchase Agreement (Unitil Corp), Note Purchase Agreement (Unitil Corp)
Annual Statements. (i) within 120 90 days after the end of each fiscal year of the Company, duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholders’ equity and cash flows of the Company and its Subsidiaries for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report by
(A) an opinion thereon of independent public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, and
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit), provided that the delivery within the time period specified above of Unitilthe Company’s Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitilthe Company’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant’s certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii5.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 2 contracts
Sources: Note Purchase Agreement (Spartech Corp), Note Purchase Agreement (Spartech Corp)
Annual Statements. within 90 days (ior such shorter period as is 15 days greater than the period applicable to the filing of the Company’s Annual Report on Form 10-K (the “Form 10-K”) within 120 days with the SEC regardless of whether the Company is subject to the filing requirements thereof) after the end of each fiscal year Fiscal Year of the Company, duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries Subsidiaries, as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholders’ equity and cash flows of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal yearFiscal Year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by an opinion thereon (without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of the audit on which such opinion is based, provided that such report thereon may include references regarding audits performed by other auditors as contemplated by AU Section 543, Part of Audit Performed By Other Independent Auditors (or any successor or similar standard under GAAP)) of PricewaterhouseCoopers LLP or another independent public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report in the circumstances provided that the delivery within the time period specified above of Unitilthe Company’s Form 10-K (the “Form 10-K”) for such fiscal year Fiscal Year (together with Unitilthe Company’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SEC, SEC shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), ; provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil it shall have timely made Electronic Delivery thereof;
Appears in 2 contracts
Sources: Second Amended and Restated Note Purchase and Private Shelf Agreement (Modine Manufacturing Co), Amended and Restated Note Purchase and Private Shelf Agreement (Modine Manufacturing Co)
Annual Statements. (i) within 120 days after the end of each fiscal year of the CompanyParent, duplicate copies of,
(Ai) a consolidated balance sheet of the Company Parent and its Subsidiaries Subsidiaries, including the Company, as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholders’ equity and cash flows of the Company Parent and its Subsidiaries Subsidiaries, including the Company, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the consolidated financial position of the companies Parent and its Subsidiaries, including the Company, as of the specified dates being reported upon and their consolidated results of operations and cash flows for the respective periods specified and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, provided that the delivery within the time period specified above of Unitil’s the Parent's Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s or the Parent's annual report to shareholdersstockholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with such accountant's opinion, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 1 contract
Annual Statements. (i) within 120 days after the end of each fiscal year of the Company, duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries Restricted Subsidiaries, as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholderspartners’ equity and cash flows of the Company and its Subsidiaries Restricted Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report thereon of independent public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standardsthe standards of the Public Company Accounting Oversight Board (United States), and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances; provided that the delivery within the time period specified above of Unitilthe MLP’s SEC Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitilthe Company’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSEC shall, shall so long as the only material operating entity and other assets held by the MLP are, and the only material liabilities of the MLP are liabilities of, the Company (including, for this purpose, the Company’s Subsidiaries), be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), ; and provided, further, that the Company shall be deemed to have made such delivery of such SEC Form 10-K if Unitil it shall have timely made Electronic Delivery thereof;
Appears in 1 contract
Sources: Note Purchase Agreement (Alliance Resource Partners Lp)
Annual Statements. (i) within 120 105 days after the end of each fiscal year of the Company, duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries as at the end of such year, and
(Bii) consolidated statements of incomeoperations, changes in shareholders’ ' equity and cash flows of the Company and its Subsidiaries for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report by
(A) an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the consolidated financial position of the companies being reported upon and their consolidated results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, and
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit), provided that the delivery within the time period specified above of Unitil’s the Company's Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, shall be deemed to satisfy together with the requirements of Section 7.1(b)(ii), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;THE O'GARA COMPANY NOTE PURCHASE AGREEMENT
Appears in 1 contract
Annual Statements. (i) within 120 100 days after the end of each fiscal year of the CompanyGuarantor, duplicate copies of,
(Ai) a consolidated balance sheet of the Company Guarantor and its Subsidiaries Subsidiaries, as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholders’ equity operations and cash flows of the Company Guarantor and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report by
(A) an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, and
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event under Section 10.3(m), 10.4(a), 10.5, 10.6, 10.7 or 10.8(ii) of this Agreement that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit), provided that the delivery within the time period specified above of Unitil’s the Guarantor's Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s the Company's annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant's certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 1 contract
Annual Statements. (i) within 120 Within 105 days after the end of each fiscal ----------------- year of the Company, duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries Subsidiaries, as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholders’ ' equity and cash flows of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied accompanied
(A) by a report an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, and [EXECUTION COPY]
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit), provided that the delivery within the time period specified above of Unitil’s each Obligor's Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant's certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii6.01(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;; ---------------
Appears in 1 contract
Annual Statements. (i) As soon as available and in any event within 120 90 days after the end of each fiscal year of the Company, duplicate copies ofGuarantor,
(Ai) a copies of consolidated and consolidating balance sheet sheets of the Company Guarantor and its Subsidiaries as at of the end of such fiscal year, and
(B) consolidated and consolidating statements of income, changes in shareholders’ common stockholders' equity and cash flows of the Company Guarantor and its Subsidiaries for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and in each case setting forth in comparative form the consolidated and consolidating figures as of the end of and for the previous fiscal year and accompanied by a report thereon of a firm of independent public accountants of recognized national standing, which report shall state standing selected by the Guarantor to the effect that such the consolidated financial statements present fairly, in all material respects, the consolidated financial position of the companies Guarantor and its Subsidiaries as of the end of the fiscal year being reported upon on and their the consolidated results of the operations and cash flows and have been prepared for said year in conformity with GAAP, generally accepted accounting principles and that the examination audit of such accountants in connection with such financial statements by such accountants has been made conducted in accordance with generally accepted auditing standards, and that and
(ii) a report of such audit provides a reasonable basis for such report independent public accountants with respect to the financial statements specified in the circumstances provided foregoing clause (i) stating that in making the delivery within examination necessary for their report on such financial statements such accountants have obtained no knowledge of any Default or Event of Default in the time period specified above performance of Unitil’s Form 10-K (any covenants under the “Form 10-K”) for such fiscal year (together with Unitil’s annual report to shareholdersIndenture or the Guaranty, or, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SEC, shall be deemed to satisfy the requirements of Section 7.1(b)(ii), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil they shall have timely made Electronic Delivery obtained knowledge of any such Default or Event of Default, specifying the same and the nature thereof;
Appears in 1 contract
Sources: Guaranty Agreement (Energysouth Inc)
Annual Statements. (i) within 120 days after the end of each fiscal ----------------- year of the Company, duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries Subsidiaries, as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholders’ ' equity and cash flows of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied accompanied
(A) by a report an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, and
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit), provided that the delivery within the time period specified above of Unitil’s the -------- Company's Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s the Company's annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant's certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 1 contract
Sources: Note Purchase and Shelf Agreement (Old Dominion Freight Line Inc/Va)
Annual Statements. (i) within 120 90 days after the end of each fiscal year of the Company, duplicate copies of,
(A) a consolidated balance sheet of the Company and its Subsidiaries Subsidiaries, as at the end of such fiscal year, and
(B) consolidated statements of income, changes in shareholders’ equity earnings and cash flows of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with U.S. GAAP, and accompanied by (X) an opinion thereon (without a report thereon “going concern” or similar qualification or exception and without any qualification or exception as to the scope of the audit on which such opinion is based) of independent public chartered accountants of recognized national international standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations earnings and cash flows and have been prepared in conformity with U.S. GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances and (Y) so long as such certificate is delivered to any of the Banks, the 2003 Noteholders or the 2013 Noteholders, a certificate of such accountants stating that they have reviewed this Agreement and the other Financing Documents and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit); and
(ii) together with the financial statements referred to in the foregoing subclause (i), (A) unaudited duplicate copies of such financial statements prepared on a basis that excludes Unrestricted Entities from the consolidation and (B) the Company’s annual business plan and financial projections, including unaudited profit and loss statements, cash-flow statements, balance sheets and projected capital expenditures for the fiscal year then begun (such business plan and financial projections not to be prepared in a manner nor contain any statement which is inconsistent with U.S. GAAP); provided that the delivery within the time period specified above of Unitilthe Company’s Annual Report on Form 1040-K (the “Form 10-K”) F for such fiscal year (together with Unitil’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SEC, United States Securities and Exchange Commission shall be deemed to satisfy the requirements of Section 7.1(b)(ii7.1(b)(i), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 1 contract
Annual Statements. (i) within 120 Within 90 days after the end of each fiscal year of the Company, duplicate copies of:
(Ai) a consolidated balance sheet of the Company and its Subsidiaries Subsidiaries, as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholders’ ' equity and cash flows of the Company and its Subsidiaries for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report by:
(A) an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances provided circumstances, and
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit); PROVIDED that the delivery within the time period specified above of Unitil’s the Company's Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s the Company's annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant's certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.01(c), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 1 contract
Annual Statements. (i) within 120 days after the end of each fiscal year of the Company, duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries Subsidiaries, as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholders’ ' equity and cash flows of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, provided that the delivery within the time period specified above of Unitil’s the Company's Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s the Company's annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SEC, Securities and Exchange Commission shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b); THE J.M. ▇▇▇▇▇▇▇ ▇▇▇PANY NOTE PURCHASE AGREEMENT 11 17 (c) SEC AND OTHER REPORTS -- promptly upon their becoming available, one copy of (i) each financial statement, report, notice or proxy statement sent by the Company or any Subsidiary to public securities holders generally, and (ii) each regular or periodic report, each registration statement that shall have become effective (without exhibits except as expressly requested by such holder), provided, further, that and each final prospectus and all amendments thereto filed by the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereofor any Subsidiary with the Securities and Exchange Commission;
Appears in 1 contract
Annual Statements. (i) As soon as available, but in any event within 120 days after the end of each fiscal year of the CompanyBorrower, duplicate copies of
(A) a copy of its consolidated balance sheet of the Company and its Subsidiaries as at the end of such fiscal year, and
(B) consolidated statements together with the related Consolidated Statements of incomeIncome, changes in shareholdersStockholders’ equity Equity and cash flows Cash Flows as of the Company and its Subsidiaries for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at through the end of such fiscal year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous preceding fiscal year. The Consolidated Balance Sheets and Consolidated Statements of Income, all in reasonable detailStockholders’ Equity and Cash Flows shall be audited and accompanied by (i) a report and opinion of the Accountants, which report and opinion shall be prepared in accordance with GAAP, generally accepted auditing standards and accompanied by a report thereon applicable Securities Laws and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of independent public accountants such audit or with respect to the absence of recognized national standing, which report shall state any material misstatement (including the opinion of such Accountants that such Consolidated financial statements present fairly, in all material respects, the Consolidated financial position of the companies being reported upon Borrower and its Subsidiaries, as of the date of such Consolidated financial statements, and the Consolidated results of their operations and their results of operations and cash flows and have been prepared for each of the years identified therein in conformity with GAAP, and that the examination of such accountants GAAP (subject to any change in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report in the circumstances provided that the delivery within the time period specified above of Unitil’s Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SEC, shall be deemed to satisfy the requirements of GAAP)) and (ii) an attestation report of the Accountants as to the Borrower’s internal controls pursuant to Section 7.1(b)(ii), provided, further, that 404 of ▇▇▇▇▇▇▇▇-▇▇▇▇▇ if such reports are required to be prepared by the Company shall be deemed Borrower pursuant to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;any Securities Laws.
Appears in 1 contract
Annual Statements. within 105 days (ior such shorter period as is 15 days greater than the period applicable to the filing of the Company’s Annual Report on Form 10-K (the “Form 10-K”) within 120 days with the SEC regardless of whether the Company is subject to the filing requirements thereof) after the end of each fiscal year of the Company, duplicate copies of
(Ai) a consolidated balance sheet of the Company and its Subsidiaries as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholders’ equity and cash flows of the Company and its Subsidiaries for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report by
(A) an opinion thereon of independent public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the consolidated financial position of the companies being reported upon and their consolidated results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, and
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit), provided that the delivery within the time period specified above of Unitilthe Company’s Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitilthe Company’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SEC, together with the accountant’s certificate described in clause (B) above (the “Accountants’ Certificate”), shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil it shall have timely made Electronic Delivery thereof, in which event the Company shall separately deliver, concurrently with such Electronic Delivery, the Accountants’ Certificate;
Appears in 1 contract
Sources: Private Shelf Agreement (Azz Inc)
Annual Statements. (i) within 120 105 days after the end of each fiscal year of the Company, duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries as at the end of such year, and
(Bii) consolidated statements of incomeoperations, changes in shareholders’ stockholders' equity and cash flows of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied accompanied
(A) by a report an opinion thereon of independent public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, and
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit), provided that the delivery within the time period specified above of Unitil’s the Company's Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s the Company's annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant's certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b) so long as such Report otherwise meets the requirements of this Section 7.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 1 contract
Sources: Note Purchase Agreement (Meridian Industrial Trust Inc)
Annual Statements. Promptly after the same are available and in any event within 90 days (ior such shorter period as is 15 days greater than the period applicable to the filing of the Borrower’s Annual Report on Form 10-K (the “Form 10-K”) within 120 days with the SEC regardless of whether the Borrower is subject to the filing requirements thereof) after the end of each fiscal year of the CompanyBorrower, duplicate copies of:
(Ai) a consolidated balance sheet of the Company Borrower and its Subsidiaries as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholders’ equity and cash flows of the Company Borrower and its Subsidiaries for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, GAAP and accompanied accompanied
(A) by a report an opinion thereon of an independent registered public accountants accounting firm of recognized national international standing, which report opinion shall state that such financial statements present fairly, in all material respects, the consolidated financial position of the companies being reported upon and their consolidated results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination audit of such accountants in connection with such financial statements has been made registered public accounting firm was performed in accordance with generally accepted auditing standardsthe standards of the Public Accounting Oversight Board (United States), and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, and
(B) a report of such registered public accounting firm accountants stating that they have reviewed this Agreement and stating further whether, in connection with their audit, they have become aware of any condition or event that then constitutes a Default or Event of Default or that caused them to believe the Borrower failed to comply with the terms, conditions, provisions or conditions of Sections 6.18 (until the Release Date with respect to any covenant included therein), 7.03, 7.04, 7.12 and 7.13 in as far as they related to financial and accounting matters, and if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable to the Lender, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default); and
(C) provided that the delivery within the time period specified above of Unitilthe Borrower’s Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitilthe Borrower’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SEC, together with the accountants’ report described in clause (B) above (the “Accountants’ Certificate”), shall be deemed to satisfy the requirements of this Section 7.1(b)(ii6.01(b), provided, further, provided further that the Company Borrower shall be deemed to have made such delivery of such Form 10-K if Unitil it shall have timely made Electronic Delivery thereof, in which event the Borrower shall separately deliver concurrently with such Electronic Delivery, the Accountants’ Certificate;
Appears in 1 contract
Sources: Credit Agreement (UTi WORLDWIDE INC)
Annual Statements. (i) within 120 105 days after the end of each fiscal year of the Company, duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries Subsidiaries, as at the end of such year, and
(Bii) consolidated statements of incomeoperations, changes in shareholders’ stockholders' equity and cash flows of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied accompanied
(A) by a report an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances provided circumstances, and
(B) a certificate of such accountants stating that they have reviewed this Agreement and the other Financing Documents and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit), PROVIDED that the delivery within the time period specified above of Unitil’s the Company's Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s the Company's annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant's certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 1 contract
Sources: Note Purchase Agreement (Igen International Inc /De)
Annual Statements. (i) within 120 90 days after the end of each fiscal year of the Company, duplicate copies of,
(Ai) a consolidated and consolidating balance sheet sheets of the Company and its Subsidiaries Subsidiaries, as at the end of such year, and
(Bii) consolidated and consolidating statements of income, changes in shareholders’ equity income and cash flows and a consolidated statement of members’ equity of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case case, in comparative form form, the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report by,
(A) an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, and
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default arising under Section 10.2 insofar as such Default or Event of Default relates to Section 10.2(b)(iii)(B), Sections 10.3 through 10.5 and Section 10.7(b), and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any such Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit); provided that the delivery within the time period specified above of Unitilthe Company’s Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitilthe Company’s annual report to shareholdersmembers, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant’s certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;.
Appears in 1 contract
Sources: Note Purchase Agreement (CHS Inc)
Annual Statements. (i) within 120 days after the end of each fiscal year of the Company, duplicate copies of
(A) a consolidated balance sheet of the Company and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of the Company and its Subsidiaries for such year,; and
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) , setting forth in each case above in Section 7.1(b)(i) and Section 7.1(b)(ii) in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report thereon of independent public accountants of recognized national standing, which report shall state to the effect that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report in the circumstances circumstances, provided that the delivery within the time period specified above of Unitil’s Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance material compliance with the requirements therefor and filed with the SEC, shall be deemed to satisfy the requirements of Section 7.1(b)(ii), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;; Northern Utilities, Inc. Note Purchase Agreement
Appears in 1 contract
Annual Statements. (i) within 120 days after the end of each fiscal year of the Company, duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries Subsidiaries, as at the end of such year, and
(Bii) consolidated statements of incomeearnings, changes in shareholdersstockholders’ equity and cash flows of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report by
(A) an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the consolidated financial position of the companies being reported upon and their consolidated results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, and
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit), provided that the posting on its official website or delivery within the time period specified above of Unitilthe Company’s Annual Report on Form 10-K (the “Form 10-K”including copies of each exhibit filed therewith) for such fiscal year (together with Unitil’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant’s certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), so long as such Report includes each of the financial statements (and the comparative historical figures) referred to above, provided, furtherhowever, that any such report or document as contemplated by this Section 7.1(b) which has been posted to the Company Company’s official website with general access rights for the public shall be deemed to DB1/ 87639059.10 have made been delivered to the holders of Notes as contemplated by this Section 7.1(b) so long as the Company has provided each holder of Notes prior notice, by electronic mail to the electronic address provided by such delivery holder of Notes, of such Form 10-K if Unitil shall have timely made Electronic Delivery thereofposting;
Appears in 1 contract
Annual Statements. (i) within 120 days after the end of each fiscal year of the Company, duplicate copies of,
(Ai) a an audited consolidated balance sheet of the Company and its Subsidiaries Subsidiaries, as at the end of such year, and
(Bii) audited consolidated statements of income, changes in shareholders’ equity and cash flows of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report an opinion thereon of independent public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the consolidated financial position condition of the companies Company and its Subsidiaries as of the specified dates being reported upon and their consolidated results of operations and cash flows for the respective periods specified, and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances; provided that the delivery within the time period specified above of Unitilthe Company’s Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitilor the Company’s annual report to shareholdersstockholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SEC, together with such accountant’s opinion, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), ; provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil it shall have timely made Electronic Delivery thereof;
Appears in 1 contract
Annual Statements. (i) within 120 105 days after the end of each fiscal year of the Company, duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries Subsidiaries, as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholders’ equity and cash flows of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after forth in each case in comparative form the end of each figures for the previous fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of incomeall in reasonable detail, changes prepared in shareholders’ equity accordance with GAAP, and cash flows of Unitil and its Subsidiaries for such year,
(C) accompanied: setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied accompanied:
(A) by a report an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, and
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit), provided that the delivery within the time period specified above of Unitilthe Company’s Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitilthe Company’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant’s certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 1 contract
Annual Statements. (i) within 120 days after the end of each fiscal year of the Company, duplicate copies of
(Ai) a consolidated balance sheet of the Company and its Subsidiaries Subsidiaries, as at the end of such year, and
(Bii) consolidated statements of incomeoperations, changes in shareholders’ stockholders' equity and cash flows of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied accompanied
(A) by a report an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their the results of their operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, and
(B) by a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit), provided that the delivery within the time period specified above of Unitil’s the Company's Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s the Company's annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant's certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii0(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 1 contract
Annual Statements. (i) within 120 days As soon as practicable after the end of each fiscal year of the CompanyPreferred Equities Corporation, and in any event no later than 120 days thereafter, duplicate copies of:
(Ai) a consolidated and consolidating balance sheet of the Company Preferred Equities Corporation and its Subsidiaries subsidiaries as at the end of such fiscal year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of the Company and its Subsidiaries for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet and consolidating statement of Unitil income of the Preferred Equities Corporation and its Subsidiaries as at the end of subsidiaries for such fiscal year, and
(Biii) a consolidated statements and consolidating statement of income, changes in shareholders’ equity and cash flows of Unitil the Preferred Equities Corporation and its Subsidiaries for subsidiaries during such fiscal year,, and
(Civ) a statement of material changes of accounting policies, presentations or principles during such fiscal year, and
(v) notes to such financial statements, if any, prepared in reasonable detail and in accordance with generally accepted accounting principles, procedures and practices consistently applied, setting forth forth, in each case case, in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, certified as complete and correct by the principal financial officer of the Preferred Equities Corporation and accompanied by a report an opinion thereon of independent certified public accountants of recognized national standingstanding selected by the Guarantor and reasonably satisfactory to the Lender, which report opinion shall be acceptable to the Lender and shall, without qualification, state that such financial statements fairly present fairly, in all material respects, the financial position condition of the companies being reported upon Preferred Equities Corporation and their results of operations and cash flows its Subsidiaries and have been prepared in conformity accordance with GAAP, generally accepted accounting principles consistently applied (except for changes in application in which such accountants concur) and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that accordingly included such audit provides a reasonable basis for tests of the accounting records and such report other auditing procedures as were considered necessary in the circumstances provided that the delivery within the time period specified above of Unitil’s Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SEC, shall be deemed to satisfy the requirements of Section 7.1(b)(ii), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;circumstances.
Appears in 1 contract
Sources: General Loan and Security Agreement (Mego Financial Corp)
Annual Statements. (i) within 120 90 days after the end of each fiscal year of the Company, Company duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries Subsidiaries, as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholders’ ' equity and cash flows of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report by
(A) an opinion thereon of independent certified public accountants of recognized national standingstanding (which may include ▇▇▇▇ ▇▇▇▇▇▇ LLP), which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances provided circumstances, and
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit); PROVIDED that the delivery within the time period specified above of Unitil’s the Company's Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s the Company's annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant's certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 1 contract
Annual Statements. (i) as soon as practicable and in any event within 120 days after the end of each fiscal year of the Company, duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries Subsidiaries, as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholders’ ' equity and cash flows of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied accompanied
(A) by a report an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, and
(B) a certificate of such accountants stating that, in making the audit necessary for their report on such financial statements, they have obtained no knowledge of any Default or any Event of Default, or, if they have obtained knowledge of any Default or Event of Default, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit); provided that that, at such times as the Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the delivery within the time period specified above of Unitil’s the Company's Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s the Company's annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant's certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 1 contract
Sources: Note Purchase and Private Shelf Agreement (Mdu Resources Group Inc)
Annual Statements. (i) within 120 105 days after the end of each fiscal year of the Company, duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholders’ equity and cash flows of the Company and its Subsidiaries for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report by
(A) an opinion thereon of independent public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, and
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit), provided that the delivery within the time period specified above of Unitilthe Company’s Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitilthe Company’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant’s certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 1 contract
Annual Statements. (i) within 120 105 days after the end of each fiscal year of the Company, duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries as at the end of such year, and
(Bii) consolidated statements of incomeoperations, changes in shareholders’ ' equity and cash flows of the Company and its Subsidiaries for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report by
(A) an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the consolidated financial position of the companies being reported upon and their consolidated results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, and
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit), provided that the delivery within the time period specified above of Unitil’s the Company's Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountants' certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii5.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 1 contract
Annual Statements. (i) within 120 days after the end of each fiscal year of the Company, duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries Subsidiaries, as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholders’ ' equity and cash flows of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied accompanied
(A) by a report an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances provided circumstances, and
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit), PROVIDED that the delivery within the time period specified above of Unitil’s the Company's Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s the Company's annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant's certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 1 contract
Annual Statements. (i) within 120 90 days after the end of each fiscal year of the Company, duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries Subsidiaries, as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholders’ ' equity and cash flows of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied accompanied
(A) by a report an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances provided circumstances, and
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit), PROVIDED that the delivery within the time period specified above of Unitil’s the Company's Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s the Company's annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant's certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 1 contract
Sources: Note Purchase Agreement (Sonic Corp)
Annual Statements. (i) within 120 days after the end of each fiscal year of the Company, duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries Subsidiaries, as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholders’ ' equity and cash flows of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report by
(A) an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances provided circumstances; and
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit; PROVIDED that the delivery within the time period specified above of Unitil’s the Company's Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s the Company's annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant's certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;.
Appears in 1 contract
Annual Statements. (i) within 120 Within 90 days after the end close of each fiscal year of the CompanyBorrower, duplicate copies of
(Ai) a copy of the Borrower’s consolidated balance sheet as of the Company last day of the fiscal year then ended and its Subsidiaries as at the end of such year, and
(B) Borrower’s consolidated statements of income, changes in shareholders’ equity retained earnings, and cash flows of for the Company and its Subsidiaries for such year,
(ii) within 120 days after the end of each fiscal year of Unitilthen ended, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such yearaccompanying notes thereto, and
(B) consolidated statements of income, changes each in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case reasonable detail showing in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by an unqualified opinion (as to scope and going concern) of a report thereon firm of independent public accountants of recognized national standing, which report shall state selected by the Borrower and acceptable to the Administrative Agent, to the effect that such the consolidated financial statements have been prepared in accordance with GAAP and present fairly, fairly in all material respects, accordance with GAAP the consolidated financial position condition of the companies being reported upon Borrower and their its Subsidiaries as of the close of such fiscal year and the results of their operations and cash flows and have been prepared in conformity with GAAP, for the fiscal year then ended and that the an examination of such accountants accounts in connection with such financial statements has been made in accordance with generally accepted auditing standards, ; and that such audit provides a reasonable basis for such report in (ii) the circumstances provided that Borrower’s consolidating balance sheet as of the delivery within last day of the time period specified above fiscal year then ended and the related consolidating statement of Unitil’s Form 10-K (the “Form 10-K”) income and retained earnings for such fiscal year (together with Unitil’s annual report to shareholdersyear, if any, all of which shall be in reasonable detail prepared pursuant to Rule 14a-3 under by the Exchange Act) prepared Borrower in accordance with GAAP, and certified by the requirements therefor chief financial officer or other officer of the Borrower acceptable to the Administrative Agent that they fairly present in all material respects in accordance with GAAP the financial condition of the Borrower and filed with its Subsidiaries as of the SEC, shall be deemed to satisfy the requirements of Section 7.1(b)(ii), provided, further, that the Company shall be deemed to have made such delivery close of such Form 10fiscal year and the results of the operations for the fiscal year then ended, subject to normal year-K if Unitil shall have timely made Electronic Delivery thereof;end audit adjustments and the absence of footnotes.
Appears in 1 contract
Annual Statements. (i) within 120 Within 105 days after the end of each fiscal year of the Company, duplicate copies of
of (Ai) a consolidated balance sheet of the Company and its Subsidiaries Subsidiaries, as at the end of such year, and
and (Bii) consolidated statements of income, changes in shareholders’ ' equity and cash flows of the Company and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report (A) an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, and (B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit), provided that the delivery within the time period specified above of Unitil’s the Company's Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s the Company's annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant's certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 1 contract
Annual Statements. (i) within 120 100 days after the end of each fiscal year of the CompanyNew Dreyer's, duplicate copies of,
(Ai) a consolidated balance sheet of the Company New Dreyer's and its Subsidiaries Restricted Subsidiaries, as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholders’ ' equity and cash flows of the Company New Dreyer's and its Subsidiaries Restricted Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied accompanied
(A) by a report an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, and
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default under any of the terms or provisions of this Agreement insofar as any such terms or provisions pertain to or involve accounting matters or determinations, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit), provided that the delivery within the time period specified above of Unitil’s New Dreyer's Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s New Dreyer's annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission (if such Annual Report contains consolidated financial statements for New Dreyer's and its Restricted Subsidiaries), together with the accountant's certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 1 contract
Sources: Note Purchase Agreement (Dreyers Grand Ice Cream Holdings Inc)
Annual Statements. (i) within 120 105 days after the end of each fiscal year of the Company, duplicate copies of,
(Ai) a consolidated balance sheet of the Company and its Subsidiaries as at the end of such year, and
(Bii) consolidated statements of income, changes in shareholders’ equity and cash flows of the Company and its Subsidiaries for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report by
(A) an opinion thereon of independent public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, and
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit), provided that the delivery within the time period specified above of Unitilthe Company’s Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitilthe Company’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SEC, together with the accountant’s certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 1 contract
Annual Statements. (i) within 120 105 days after the end of each fiscal year of the CompanyGuarantor, duplicate copies of,
(Ai) a consolidated balance sheet of the Company Guarantor and its Subsidiaries Subsidiaries, as at the end of such year, and
(Bii) consolidated statements of incomeoperations, changes in shareholdersstockholders’ equity and cash flows of the Company Guarantor and its Subsidiaries Subsidiaries, for such year,
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report by
(A) an opinion thereon of independent certified public accountants of recognized national standing, which report opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report opinion in the circumstances circumstances, and
(B) a certificate of such accountants stating that they have reviewed this Agreement and stating further whether, in making their audit, they have become aware of any condition or event that then constitutes a Default or an Event of Default insofar as they relate to financial and accounting matters, and, if they are aware that any such condition or event then exists, specifying the nature and period of the existence thereof (it being understood that such accountants shall not be liable, directly or indirectly, for any failure to obtain knowledge of any Default or Event of Default unless such accountants should have obtained knowledge thereof in making an audit in accordance with generally accepted auditing standards or did not make such an audit), provided that the delivery within the time period specified above of Unitilthe Guarantor’s Annual Report on Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitilthe Guarantor’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance with the requirements therefor and filed with the SECSecurities and Exchange Commission, together with the accountant’s certificate described in clause (B) above, shall be deemed to satisfy the requirements of this Section 7.1(b)(ii7.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;
Appears in 1 contract
Annual Statements. (i) within 120 days after the end of each fiscal year of the Company, duplicate copies of
(A) a consolidated balance sheet of the Company and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of the Company and its Subsidiaries for such year,; and
(ii) within 120 days after the end of each fiscal year of Unitil, duplicate copies of
(A) a consolidated balance sheet of Unitil and its Subsidiaries as at the end of such year, and
(B) consolidated statements of income, changes in shareholders’ equity and cash flows of Unitil and its Subsidiaries for such year,
(C) , setting forth in each case above in Section 7.1(b)(i) and Section 7.1(b)(ii) in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP, and accompanied by a report thereon of independent public accountants of recognized national standing, which report shall state to the effect that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a reasonable basis for such report in the circumstances circumstances, provided that the delivery within the time period specified above of Unitil’s Form 10-K (the “Form 10-K”) for such fiscal year (together with Unitil’s annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) prepared in accordance material compliance with the requirements therefor and filed with the SEC, shall be deemed to satisfy the requirements of Section 7.1(b)(ii), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if Unitil shall have timely made Electronic Delivery thereof;; Granite State Gas Transmission, Inc. Note Purchase Agreement
Appears in 1 contract