Common use of Auditor Reports Clause in Contracts

Auditor Reports. Luxembourg independent statutory auditor(s) (réviseurs d’entreprises agréés) of Kcompany, PubCo and the Company, respectively and as applicable, shall have issued at least one month prior to the Approval Date appropriate reports on (i) the Exchange Ratio applicable to the Initial Merger between PubCo and Kcompany prepared in accordance with article 1021-6 of the Luxembourg Company Law and (ii) the exchange ratio applicable to the Second Merger between PubCo and the Company prepared in accordance with article 1021-6 of the Luxembourg Company Law and such reports shall have been made available at least one month prior to the Approval Date to the shareholders of PubCo, Kcompany and the Company (as applicable) in accordance with article 1021-7 of the Luxembourg Company Law. It is the intention of the parties to request the appointment of a single Luxembourg independent statutory auditor ) (réviseur d’entreprises agréé) for PubCo, the Company and Kcompany, in accordance with article 1021-6 of the Luxembourg Company Law, subject to approval by the judge presiding the chamber of the Luxembourg District Court (Tribunal d’arrondissement de et à Luxembourg) dealing with commercial matters. In the event that such request would be dismissed, the parties agree to appoint Luxembourg independent statutory auditor(s) (réviseurs d’entreprises agréés) as agreed between them in good faith.