Financial Information; Disclosure, etc Clause Samples

The "Financial Information; Disclosure, etc" clause requires one party, typically the borrower or contracting entity, to provide specified financial statements and related information to the other party, often on a regular basis or upon request. This may include audited annual financial statements, interim reports, or other documents that reflect the financial health and operations of the party. By mandating the timely and accurate sharing of financial data, this clause enables the receiving party to monitor financial performance, assess risk, and ensure ongoing compliance with the agreement.
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Financial Information; Disclosure, etc. The Periodical SEC Reports of the Company and the related statements of income, shareholders’ equity and cash flows for any applicable period, copies of which have heretofore been furnished to the Administrative Agent and the Lenders, present fairly in all material respects the financial condition of the Company as of the end of such period. All financial statements included therein, including the related schedules and notes, if any, have been prepared in accordance with GAAP applied consistently throughout the periods involved, except as set forth in the notes thereto (subject, in the case of any interim financial statements, to normal year-end adjustments). Since December 31, 2003, there has been no Material Adverse Change.
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Financial Information; Disclosure, etc. Such Borrower has furnished CAPCO with certain financial statements of such Borrower with respect to itself and the applicable Fund(s), all of which such financial statements have been prepared in accordance with generally accepted accounting principles applied on a consistent basis and fairly present the financial position and results of operations of such Borrower and the applicable Funds on the dates and for the periods indicated. Neither this Agreement nor any financial statements, reports or other documents or certificates furnished to CAPCO by such Borrower on behalf of the applicable Fund(s) in connection with the transactions contemplated hereby contain any untrue statement of a material fact or omit to state any material fact necessary to make the statements contained herein or therein in light of the circumstances when made not misleading;
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Financial Information; Disclosure, etc. The statement of assets and liabilities (or statement of net assets, as applicable) of the Borrower as of its most recently ended fiscal year for which annual reports have been prepared and the related statements of operations and of changes in net assets for the fiscal year ended on such date, copies of which financial statements, certified by the independent public accountants for the Borrower, have heretofore been delivered to the Operations Agent and the Banks, fairly present, in all material respects, the financial position of the Borrower as of such date and the results of its operations for such period, in conformity with GAAP. Since the date of the latest financial statements so delivered to the Operations Agent and the Banks, there has been no material adverse change in the business, assets, operations, prospects or condition (financial or otherwise) of the Borrower. Neither this Agreement nor any financial statements, reports or other documents or certificates furnished to the Operations Agent and the Banks by the Borrower in connection with the transactions contemplated hereby or thereby (when taken as a whole) contain any untrue statement of a material fact or omit to state any material fact necessary to make the statements herein or therein contained not misleading. None of the Loans will render the Borrower unable to pay its debts as they become due; the Borrower is not contemplating either the filing of a petition by it under any state or federal bankruptcy or insolvency laws or the liquidation of all or a major portion of its property except in the ordinary course of the Borrower's business; and the Borrower has no knowledge of any Person contemplating the filing of any such petition against it.
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Financial Information; Disclosure, etc. The Periodical SEC Reports of the Borrower and the related statements of income, shareholders’ equity and cash flows for any applicable period, copies of which have heretofore been furnished to the Lender, present fairly in all material respects the financial condition of the Borrower as of the end of such period. All financial statements included therein, including the related schedules and notes, if any, have been prepared in accordance with GAAP applied consistently throughout the periods involved, except as set forth in the notes thereto (subject, in the case of any interim financial statements, to normal year-end adjustments). Since December 31, 2004, there has been no Material Adverse Change.
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Financial Information; Disclosure, etc. The Company has furnished Dominion with the financial statements and other reports listed in Schedule 3.4 attached hereto. Such financial statements (including the notes thereto) have been prepared in accordance with generally accepted accounting principles applied on a consistent basis and fairly present the financial position and results of operations of the Persons to which they purport to relate as of the dates and for the periods indicated. Since the end of the most recent fiscal period shown in such financial statements, there has not been any material adverse change in the business, operations, properties or financial position of the Company (or of the Persons to which such financial statements purport to relate). The Loan will not render the Company unable to pay its debts as they become due; the Company is not contemplating either the filing of a petition by it under any state or federal bankruptcy or insolvency laws or the liquidation of all or a major portion of its property; and the Company has no knowledge of any person contemplating the filing of any such petition against it.
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Financial Information; Disclosure, etc. The Company has furnished RRGC with audited financial statements for its fiscal years 1994 and 1995 and unaudited financial statements for the ten month period ended October 31, 1996 and other reports listed in Schedule 0 attached hereto (collectively, the "Financial Statements"). The Financial Statements have been prepared in accordance with generally accepted accounting principles applied on a consistent basis and fairly present the financial position and results of operations as of the dates and for the periods indicated subject to normal year-end adjustments in the case of the 1996 ten month financial statements. Since the end of the most recent fiscal period shown in such Financial Statements (the "Balance Sheet Date"), there has not been any material adverse change in the business, operations, properties or financial position of the Company, there have been no dividends declared or paid or any other distributions to stockholders of any nature, the Company has made no loans to stockholders, officers, employees, or Affiliates, and the Company has carried on business only in the ordinary course. The Loan will not render the Company unable to pay its debts as they become due; the Company is not contemplating either the filing of a petition by it under any state or federal bankruptcy or insolvency laws or the liquidation of all or a major portion of its property; and the Company has no knowledge of any person contemplating the filing of any such petition against it.
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Financial Information; Disclosure, etc. (a) Bain's has furnished Buyer w▇▇▇ ▇▇dited financial statements for its fiscal years 1995 and 1996, and unaudited financial statements for the eight month period ended August 31, 1997, and certain unaudited financial statements for the Company-Owned Units (collectively, the "FINANCIAL STATEMENTS"). The Financial Statements have been prepared in accordance with generally accepted accounting principles applied on a consistent basis and fairly present the financial position and results of operations as of the dates and for the periods indicated subject to normal year-end adjustments in the case of the 1997 eight-month financial statements. Since the end of the most recent fiscal period shown in such Financial Statements, there has not been any material adverse change in the business, operations, properties or financial position of Sellers, there have been no dividends declared or paid or any other distributions to stockholders of any nature, Seller has made no loans to stockholders, officers, employees, or Affiliates, and Seller has carried on business only in the ordinary course. (b) Seller shall cause Seller's inside and independent auditors and accountants to cooperate with Buyer with respect to any accounting or financial statement matters related to the transactions contemplated hereby; such cooperation includes without limitation consent by Seller's independent auditors for use of any audited financial statements and opinion letters for filings with the Securities and Exchange Commission or equivalent state agencies. Seller will provide audited financials for the Company-Owned Units within 45 days of Closing or, if such financials have not been provided, will pay and allow Buyer's independent auditors to perform such audit.
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Financial Information; Disclosure, etc. The Borrowers have furnished the Lenders with the financial statements and other reports listed in Schedule 5.4 attached hereto. Such financial statements have been prepared in accordance with GAAP applied on a consistent basis and fairly present the financial position and results of operations of the Persons to which they purport to relate as of the dates and for the periods indicated. Except as set forth on Schedule 5.4, since June 30, 1999, there has not been any material adverse change in the business, operations, condition (financial or otherwise) or properties of Borrowers and their Subsidiaries, taken as a whole. Neither this Agreement nor any financial statements, reports, projections or other documents or certificates furnished to the Lenders by the Borrowers in connection with the transactions contemplated hereby contain as of their respective dates any untrue statement of a material fact or omit to state any material fact necessary to make the statements herein or therein contained not misleading. None of the Revolving Credit Loans will render any Borrower unable to pay its debts as they become due; no Borrower is contemplating either the filing of a petition by it under any state or federal bankruptcy or insolvency laws or, except as set forth on Schedule 5.4, the liquidation of all or a major portion of its property; and no Borrower has knowledge of any Person contemplating the filing of any such petition against it.
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Related to Financial Information; Disclosure, etc

  • Financial Information, etc The Borrower and the Company shall (and in the case of paragraph (c) below the Borrower and/or the relevant Guarantor shall) furnish, or cause to be furnished to the Administrative Agent for each Lender copies of the following financial statements, reports and information (all of which shall be computed in Dollars): (a) together with the financial statements delivered pursuant to Clauses 15.1(c) and (d) hereof, a Compliance Certificate; (b) within 10 days after the last day of each calendar month, a Borrowing Base Certificate; (c) within 65 days after the close of each of the first three quarters of each Fiscal Year, Consolidated balance sheets of the Borrower, each Guarantor and of the Group at the close of such quarter, and the related Consolidated and consolidating statements of income and retained earnings, stockholders' equity and statements of changes in financial position of the Borrower and each Guarantor for the period commencing at the end of the previous Fiscal Year and ending with the close of such quarter, certified by a Managing Director or a Senior Vice President or Vice President of the Borrower and each Guarantor prepared in accordance with GAAP; (d) within 135 days after the close of each Fiscal Year, Consolidated balance sheets at the close of such Fiscal Year and the related Consolidated statements of income and retained earnings, stockholders' equity and changes in financial position for such Fiscal Year, of the Borrower, each Guarantor and of the Group, certified without qualification by Price Waterhouse SARL or other independent public accountants of recognized standing selected by the Borrower and acceptable to the Majority Lenders; (e) promptly upon the mailing thereof to stockholders generally, any annual report, proxy statement or other communication; (f) promptly upon any filing thereof by the Borrower or any Guarantor with the Banque Centrale du Luxembourg or the Securities and Exchange Commission, any annual, periodic or special report or registration statement (exclusive of exhibits thereto) or any prospectus generally available to the public; (g) promptly from time to time at the reasonable request of the Administrative Agent, valuations (appraisals) from the Borrower's independent valuers approved by the Administrative Agent (acting reasonably) of land, properties under development and operating properties held by the Borrower and the Guarantors (or any of them) and the Qualifying Issuers which are Subsidiaries and in the case of other Qualifying Issuers if the Borrower or any Guarantor or the Investment Adviser has such valuations; (h) if in the Administrative Agent's reasonable opinion the aggregate Market Value of Qualifying Collateral has been adversely affected in a material way for whatever reason, a Borrowing Base Certificate dated and delivered within ten days of a request by the Administrative Agent which Borrowing Base Certificate shall demonstrate compliance with the Borrowing Base based upon the Market Value as defined in Clause 1.1 (Defined Terms) subject to the following modifications: (i) the closing sale or bid price, as the case may be, of a Qualifying Security quoted by the Pricing Service as of the Business Day immediately preceding the date of the Borrowing Base Certificate shall apply; (ii) in all other cases the values or amounts used for the purposes of the most recent Compliance Certificate delivered under Clause 15.1(a) shall apply for those items forming part of the Qualifying Collateral at the date of the Borrowing Base Certificate or if the relevant Qualifying Security has been acquired since the date of the most recent Compliance Certificate the value basis set forth in the definition of Market Value shall be used for such items; (i) if at any time the Borrower has reason to believe that the aggregate Market Value of Qualifying Collateral quoted by the Pricing Service has been adversely affected in a material way for whatever reason, the Borrower shall immediately (and in any event within one Business Day of such time) notify the Administrative Agent and deliver a Borrowing Base Certificate within ten days of such notification which Borrowing Base Certificate shall demonstrate compliance with the Borrowing Base based upon the Market Value as defined in Clause 1.1 (Terms defined) subject to the modification set forth in paragraph (i) of sub- paragraph (h) above; and (j) promptly from time to time such other information with respect to the Qualifying Collateral or the financial condition and operations of the Group or any member thereof as any Lender may, through the Administrative Agent, from time to time reasonably request.

  • Information Disclosure We will disclose information to third parties about your account or the transactions you make: (1) when it is necessary for completing transactions, or (2) in order to verify the existence and condition of your account for a third party, such as a credit bureau or merchant, or (3) in order to comply with government agency or court orders, or (4) if you give us your written permission.

  • Other Financial Information Budgets, sales projections, operating plans and other financial information reasonably requested by Bank.

  • Basic Financial Information The Company shall furnish the following reports to each Lender, so long as it is a holder of a Note: (a) as soon as practicable, but in any event within 90 days after the end of each fiscal year of the Company, (i) audited balance sheets of the Company as at the end of such year, together with audited statements of income and retained earnings and statements of cash flows of the Company for such year, together with notes related thereto, each prepared in accordance with GAAP, consistently applied, and setting out in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and certified by certified independent public accountants of established national reputation, and (ii) a report of the principal financial officer of the Company containing a management discussion and analysis of the Company’s consolidated financial condition at the end of such year and the results of operations for such year, including, but not limited to, a description of significant events with respect to the Company and its Subsidiaries, if any, during the preceding year and any planned or anticipated significant activities or events during the upcoming months; (b) as soon as practicable, but in any event within 45 days after the end of each of the first three fiscal quarters of the Company in each year, (i) an unaudited balance sheet at the end of such quarter, and unaudited statements of income, of profit and loss and of changes in financial condition of the Company (including cash flow statements) for such period and for the current fiscal year to date, in each case prepared in accordance with GAAP, consistently applied (other than for accompanying notes and subject to changes resulting from year-end audit adjustments), and (ii) a report of the principal financial officer of the Company containing a management discussion and analysis of the Company’s consolidated financial condition at the end of such quarter and the results of operations for such quarter and the year to date, including, but not limited to, a description of significant events with respect to the Company and its Subsidiaries, if any, during such periods and any planned or anticipated significant activities or events during the upcoming months; and (c) with reasonable promptness such other information and financial data concerning the Company as any Person entitled to receive materials under this Section 5.2 may reasonably request.

  • Access to Financial Information Buyer’s representatives shall have access to, and Seller and its Affiliates shall cooperate with Buyer and furnish upon request, all financial and other information relating to the Hotel’s operations to the extent necessary to enable Buyer’s representatives to prepare audited financial statements in conformity with Regulation S-X of the Securities and Exchange Commission (the “SEC”) and other applicable rules and regulations of the SEC and to enable them to prepare a registration statement, report or disclosure statement for filing with the SEC on behalf of Buyer or its Affiliates, whether before or after Closing and regardless of whether such information is included in the Records to be transferred to Buyer hereunder. Seller shall also provide to Buyer’s representative a signed representation letter in form and substance reasonably acceptable to Seller sufficient to enable an independent public accountant to render an opinion on the financial statements related to the Hotel. Buyer will reimburse Seller for costs reasonably incurred by Seller to comply with the requirements of the preceding sentence to the extent that Seller is required to incur costs not in the ordinary course of business for third parties to provide such representation letters. The provisions of this Section shall survive Closing or termination of this Contract.