Common use of Internal Accounting Controls Clause in Contracts

Internal Accounting Controls. The Company and each of its Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 5 contracts

Sources: Securities Purchase Agreement (Armen Garo H), Securities Purchase Agreement (Antigenics Inc /De/), Securities Purchase Agreement (Antigenics Inc /De/)

Internal Accounting Controls. The Company and each of its Subsidiaries consolidated subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance assurances that (iA) transactions are executed in accordance with management’s general or specific authorizations, authorization; (iiB) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, accountability for assets; (iiiC) access to assets is permitted only in accordance with management’s general or specific authorization, ; and (ivD) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 5 contracts

Sources: Purchase Agreement (Puget Sound Energy Inc), Purchase Agreement (Puget Sound Energy Inc), Purchase Agreement (Puget Sound Energy Inc)

Internal Accounting Controls. The Except as disclosed in its filings with the Securities and Exchange Commission, the Company and each of its Subsidiaries maintain maintains a system of internal accounting controls sufficient to provide reasonable assurance assurances that (i1) transactions are executed in accordance with management’s general or specific authorizations, authorization; (ii2) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, accountability for assets; (iii3) access to assets is permitted only in accordance with management’s general or specific authorization, ; and (iv4) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 5 contracts

Sources: Securities Purchase Agreement (Safe & Green Development Corp), Securities Purchase Agreement (Safe & Green Development Corp), Securities Purchase Agreement (Safe & Green Holdings Corp.)

Internal Accounting Controls. The Company and each of its the Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 5 contracts

Sources: Securities Purchase Agreement (Zix Corp), Securities Purchase Agreement (Zix Corp), Securities Purchase Agreement (Zix Corp)

Internal Accounting Controls. The Company and each of its the Subsidiaries maintain a system of internal accounting controls which the Company believes is sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences...

Appears in 5 contracts

Sources: Securities Purchase Agreement (Aprecia Inc), Securities Purchase Agreement (Aprecia Inc), Securities Purchase Agreement (Ustelematics Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset and liability accountability, (iii) access to assets or incurrence of liabilities is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets and liabilities is compared with the existing assets and liabilities at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 5 contracts

Sources: Securities Purchase Agreement (Mri Interventions, Inc.), Securities Purchase Agreement (Mri Interventions, Inc.), Securities Purchase Agreement (Mri Interventions, Inc.)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain subsidiaries maintains a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, ; (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, ; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 5 contracts

Sources: Underwriting Agreement (WPS Resources Corp), Underwriting Agreement (WPS Resources Corp), Distribution Agreement (WPS Resources Corp)

Internal Accounting Controls. The Each of the Company and each of its Subsidiaries subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with the management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with the management’s 's general or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 4 contracts

Sources: Placement Agreement (Northeast Bancorp /Me/), Placement Agreement (Chandler Usa Inc), Placement Agreement (Horizon Bancorp /In/)

Internal Accounting Controls. The Except as specifically disclosed in the SEC Reports, the Company and each of its the Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (ia) transactions are executed in accordance with management’s general or specific authorizations, (iib) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iiic) access to assets is permitted only in accordance with management’s general or specific authorization, and (ivd) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 4 contracts

Sources: Note Purchase Agreement (Umami Sustainable Seafood Inc.), Warrant Purchase Agreement (Umami Sustainable Seafood Inc.), Note Purchase Agreement (Umami Sustainable Seafood Inc.)

Internal Accounting Controls. The Company and each of its Subsidiaries Subsidiary maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 4 contracts

Sources: Standby Equity Distribution Agreement (Investview, Inc.), Standby Equity Distribution Agreement (Oxygen Therapy, Inc.), Standby Equity Distribution Agreement (EZTD Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, ; (iii) access to assets is permitted only in accordance with management’s general or specific authorization, ; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 4 contracts

Sources: Investment Agreement (Cal Bay International Inc), Investment Agreement (Homeland Security Network, Inc.), Investment Agreement (Next Inc/Tn)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain subsidiaries maintains a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 3 contracts

Sources: Securities and Debenture Purchase Agreement, Stock and Warrant Purchase Agreement (Act Teleconferencing Inc), Securities and Debenture Purchase Agreement (Shells Seafood Restaurants Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain has established a system of internal accounting controls sufficient to provide reasonable assurance that that: (ia) transactions are executed in accordance with management’s general or specific authorizations, ; (iib) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP U.S. GAAP, and the Company’s historical practices and to maintain asset accountability, ; (iiic) access to assets is permitted only in accordance with management’s general or specific authorization, ; and (ivd) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 3 contracts

Sources: Merger Agreement (Revelstone Capital Acquisition Corp.), Merger Agreement (Revelstone Capital Acquisition Corp.), Merger Agreement (Revelstone Capital Acquisition Corp.)

Internal Accounting Controls. The Company Corporation and each of its the Subsidiaries maintain maintains a system of internal accounting controls sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP IFRS and to maintain asset accountability, ; (iii) access to assets is permitted only in accordance with management’s general or specific authorization, ; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 3 contracts

Sources: Agency Agreement, Underwriting Agreement, Underwriting Agreement

Internal Accounting Controls. The Company Company, the Operating Partnership and each of its the Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (iA) transactions are executed in accordance with management’s 's general or specific authorizations, ; (iiB) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, ; (iiiC) access to assets is permitted only in accordance with management’s 's general or specific authorization, ; and (ivD) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 3 contracts

Sources: Underwriting Agreement (Lasalle Hotel Properties), Underwriting Agreement (Lasalle Hotel Properties), Underwriting Agreement (Lasalle Hotel Properties)

Internal Accounting Controls. The Company and each of its ------------------------------ Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 3 contracts

Sources: Subscription Agreement (Locateplus Holdings Corp), Subscription Agreement (Walker Financial Corp), Subscription Agreement (Simplagene Usa Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries the Subsidiary maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 3 contracts

Sources: Securities Purchase and Registration Rights Agreement (AIT Therapeutics, Inc.), Securities Purchase and Registration Rights Agreement (AIT Therapeutics, Inc.), Securities Purchase and Registration Rights Agreement (AIT Therapeutics, Inc.)

Internal Accounting Controls. The Company Borrower and each of its the Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 3 contracts

Sources: Loan and Securities Purchase Agreement (Aerogen Inc), Loan and Securities Purchase Agreement (Aerogen Inc), Loan and Securities Purchase Agreement (Earthshell Corp)

Internal Accounting Controls. The Company and each of its the Significant Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Vyyo Inc), Securities Purchase Agreement (Vyyo Inc), Securities Purchase Agreement (Vyyo Inc)

Internal Accounting Controls. The To the knowledge of the Company. the Company and each of its the Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Cadence Resources Corp), Securities Purchase Agreement (Cadence Resources Corp), Securities Purchase Agreement (Cadence Resources Corp)

Internal Accounting Controls. The Except as disclosed in the SEC Reports, the Company and each of its the Subsidiaries maintain a system of internal accounting controls consistent with similarly situated companies which is sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Wwa Group Inc), Securities Purchase Agreement (Terax Energy, Inc.), Securities Purchase Agreement (Wwa Group Inc)

Internal Accounting Controls. The Company Purchaser and each of its Subsidiaries maintain Subsidiary maintains a system of internal accounting controls sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP IFRS and to maintain asset accountability, ; (iii) access to assets is permitted only in accordance with management’s general or specific authorization, ; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 3 contracts

Sources: Arrangement Agreement (Verano Holdings Corp.), Arrangement Agreement (Goodness Growth Holdings, Inc.), Arrangement Agreement (Goodness Growth Holdings, Inc.)

Internal Accounting Controls. The Company and each of its the Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Pico Holdings Inc /New), Securities Purchase Agreement (uWink, Inc.), Securities Purchase Agreement (uWink, Inc.)

Internal Accounting Controls. The Company and each of its Subsidiaries ---------------------------- subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance assurances that (iA) transactions are executed in accordance with management’s 's general or specific authorizationsauthorization, (iiB) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountabilityaccountability for assets, (iiiC) access to assets is permitted only in accordance with management’s 's general or specific authorization, authorization and (ivD) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 3 contracts

Sources: Purchase Agreement (Cross Timbers Oil Co), Purchase Agreement (Cross Timbers Oil Co), Purchase Agreement (Allbritton Communications Co)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset and liability accountability, (iii) access to assets or incurrence of liabilities is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets and liabilities is compared with the existing assets and liabilities at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Celator Pharmaceuticals Inc), Securities Purchase Agreement (AtriCure, Inc.), Securities Purchase Agreement (Metalico Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain maintains a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded accurately and promptly and as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset Company Asset accountability, (iii) access to assets Company Assets is permitted only in accordance with management’s general or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets Company Assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Contribution Agreement (Laredo Petroleum - Dallas, Inc.), Contribution Agreement (Laredo Petroleum Holdings, Inc.)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain maintains a system of internal accounting controls sufficient to provide reasonable assurance that assurances that: (i) transactions are executed in accordance with management’s general or specific authorizations, authorization; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles as applied in the United States and to maintain asset accountability, accountability for assets; (iii) access to assets is permitted only in accordance with management’s general or specific authorization, ; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Iomai Corp), Securities Purchase Agreement (Viropharma Inc)

Internal Accounting Controls. The Each of the Company and each of its Subsidiaries subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with the management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with the management’s general or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Placement Agreement (Lakeland Bancorp Inc), Purchase Agreement (Virginia Commerce Bancorp Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries the Subsidiary Guarantors maintain a system of internal accounting controls sufficient to provide reasonable assurance assurances that (iA) transactions are executed in accordance with management’s 's general or specific authorizationsauthorization, (iiB) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountabilityaccountability for assets, (iiiC) access to assets is permitted only in accordance with management’s 's general or specific authorization, authorization and (ivD) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences. The Company has taken reasonable measures to ensure that all its subsidiaries do the same.

Appears in 2 contracts

Sources: Purchase Agreement (CHC Helicopter Corp), Purchase Agreement (CHC Ireland LTD)

Internal Accounting Controls. The Company and each of its Subsidiaries subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences. Representation by the company relating to internal controls will be made at such time the registration filing has been approved.

Appears in 2 contracts

Sources: Drawdown Equity Financing Agreement (Feel Golf Co Inc), Drawdown Equity Financing Agreement (Winchester International Resorts, Inc.)

Internal Accounting Controls. The Company Forefront and each of its Subsidiaries ---------------------------- subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Equity Line of Credit Agreement (Forefront Inc), Equity Line of Credit Agreement (Forefront Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain subsidiaries maintains a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Equity Line of Credit Agreement (Pacel Corp), Equity Line of Credit Agreement (Flexxtech Corp)

Internal Accounting Controls. The Except as disclosed in the SEC Reports, the Company and each of its the Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Securities Purchase Agreement (China Natural Gas, Inc.), Securities Purchase Agreement (Pacific Northwest Productions Inc.)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain Subsidiary maintains a system of internal accounting controls sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP International Financial Reporting Standards and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Agency Agreement, Underwriting Agreement

Internal Accounting Controls. The Company and each of its Subsidiaries maintain maintains a system of internal accounting controls sufficient to provide reasonable assurance that assurances that: (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial - statements in conformity with GAAP United States generally accepted accounting principles and to maintain asset accountability, accountability for assets; (ii) transactions are -- executed in accordance with management's general or specific authorization; (iii) access to assets is available only if permitted only in accordance with --- management’s 's general or specific authorization, ; and (iv) the recorded -- accountability for assets amounts is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Stock Purchase Agreement (RMH Teleservices Inc), Stock Purchase Agreement (RMH Teleservices Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain maintains a system of ---------------------------- internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Stock Purchase and Registration Agreement (Genus Inc), Stock Purchase and Registration Agreement (Genus Inc)

Internal Accounting Controls. The Company and each of its the -------------------------------- Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Secured Convertible Debenture Purchase Agreement (Achievement Tech Holdings Inc /Id/), Secured Convertible Debenture Purchase Agreement (Demarco Energy Systems of America Inc)

Internal Accounting Controls. The Company has established and each of its Subsidiaries maintain since establishment adhered to a system of internal accounting controls sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP IFRS and to maintain asset accountability, ; (iii) access to assets is permitted only in accordance with management’s general or specific authorization, ; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Securities Purchase Agreement, Securities Purchase Agreement

Internal Accounting Controls. The Company and each of its the Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Standby Equity Distribution Agreement (Generation Alpha, Inc.), Standby Equity Distribution Agreement (Micronet Enertec Technologies, Inc.)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain subsidiaries maintains a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, ; (iii) access to assets is permitted only in accordance with management’s general or specific authorization, ; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Underwriting Agreement (Southwest Water Co), Underwriting Agreement (Southwest Water Co)

Internal Accounting Controls. The Company intends to develop and each of its Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with U.S. GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Common Stock Purchase Agreement (Age Reversal, Inc.), Securities Purchase Agreement (Keating Capital Inc)

Internal Accounting Controls. The Company Worldwide and each of its the Worldwide Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Agreement for the Exchange of Stock (NowNews Digital Media Technology Co. Ltd.), Agreement for the Exchange of Stock (Now News Digital Media Technology Co Ltd.)

Internal Accounting Controls. The Except as set forth in Schedule 3.1(t), the Company and each of its the Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Irvine Sensors Corp/De/), Securities Purchase Agreement (Ace Comm Corp)

Internal Accounting Controls. The Company and each of its Subsidiaries subsidiary maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Standby Equity Distribution Agreement (Startech Environmental Corp), Standby Equity Distribution Agreement (Startech Environmental Corp)

Internal Accounting Controls. The Company and each of its Designated Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance assurances that (iA) transactions are executed in accordance with management’s general or specific authorizationsauthorization, (iiB) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountabilityaccountability for assets, (iiiC) access to assets is permitted only in accordance with management’s general or specific authorization, authorization and (ivD) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Purchase Agreement (Triad Hospitals Inc), Underwriting Agreement (Triad Hospitals Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain maintains a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP United States generally accepted accounting principles and to maintain asset accountability, ; (iii) access to assets is permitted only in accordance with management’s general or specific authorization, authorizations; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Loan Agreement (Daystar Technologies Inc), Loan Agreement (Daystar Technologies Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP United States generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differencesdifference.

Appears in 2 contracts

Sources: Purchase Agreement (Level 8 Systems Inc), Purchase Agreement (Level 8 Systems Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (iA) transactions are executed in accordance with management’s 's general or specific authorizations, ; (iiB) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, ; (iiiC) access to assets is permitted only in accordance with management’s 's general or specific authorization, ; and (ivD) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Underwriting Agreement (Private Media Group Inc), Placement Agreement (Texas Capital Bancshares Inc/Tx)

Internal Accounting Controls. The Company and each of its the Significant Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Mamma Com Inc), Securities Purchase Agreement (Mamma Com Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain Material Subsidiary maintains a system of internal accounting controls sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP International Financial Reporting Standards and to maintain asset accountability, ; (iii) access to assets is permitted only in accordance with management’s general or specific authorization, ; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Agency Agreement (Americas Silver Corp), Agency Agreement (Americas Silver Corp)

Internal Accounting Controls. The Company and each of its the Subsidiaries ---------------------------- maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Securities Purchase Agreement (American Technology Corp /De/), Securities Purchase Agreement (Act Teleconferencing Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain maintains a system ---------------------------- of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Questcor Pharmaceuticals Inc), Securities Purchase Agreement (Questcor Pharmaceuticals Inc)

Internal Accounting Controls. The Company maintains, and each of its Subsidiaries maintain the Company will continue to maintain, a system of internal accounting controls control sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, authorization; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, accountability for assets; (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, ; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Underwriting Agreement (Niche Pharmaceuticals Inc), Underwriting Agreement (Niche Pharmaceuticals Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Classica Group Inc), Securities Purchase Agreement (Penn Traffic Co)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain maintains a system of internal accounting controls sufficient sufficient, in the judgment of the management of the Company, to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, ; (iii) access to assets is permitted only in accordance with management’s general or specific authorization, ; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Warburg Pincus Private Equity IX, L.P.), Securities Purchase Agreement (Inspire Pharmaceuticals Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Secured Convertible Note Purchase Agreement (Searchlight Minerals Corp.), Subscription and Registration Rights Agreement (Endeavour International Corp)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain a an effective system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, authorization; (ii) transactions are recorded as necessary to permit preparation of consolidated financial statements statements, taken as a whole, in conformity with U.S. GAAP and to maintain asset accountability, accountability for assets; (iii) access to assets is permitted only in accordance with management’s general or specific authorization, ; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Underwriting Agreement (Medical Properties Trust Inc), Underwriting Agreement (Medical Properties Trust Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with the management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with the management’s general or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Purchase Agreement (Republic First Bancorp Inc), Purchase Agreement (Hill Vernon W Ii)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain subsidiaries maintains a system of internal accounting controls sufficient to provide reasonable assurance assurances that (i) transactions are executed in accordance with management’s 's general or specific authorizations, authorization; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, accountability for assets; (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, ; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Purchase Agreement (Angiotech Pharmaceuticals Inc), Purchase Agreement (Aspreva Pharmaceuticals CORP)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general specific or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Winwin Gaming Inc), Preferred Stock and Warrant Purchase Agreement (Wire One Technologies Inc)

Internal Accounting Controls. The Company and each of its the Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP United States generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, authorizations and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Securities Purchase Agreement (Antex Biologics Inc)

Internal Accounting Controls. The Company and each of its the ---------------------------- Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Securities Purchase Agreement (Storage Computer Corp)

Internal Accounting Controls. The Company and each of its the Subsidiaries will maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.;

Appears in 1 contract

Sources: Subscription Agreement (Sino Payments, Inc.)

Internal Accounting Controls. The Company and each of its the Subsidiaries maintain a system of internal accounting controls materially sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Securities Purchase Agreement (Internet Capital Group Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (iA) transactions are executed in accordance with management’s general or specific authorizations, ; (iiB) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, ; (iiiC) access to assets is permitted only in accordance with management’s general or specific authorization, ; and (ivD) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Purchase Agreement (Hudson United Bancorp)

Internal Accounting Controls. The Company Company, since the closing of the Merger, and each of its the Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Securities Purchase Agreement (Paneltech International Holdings, Inc.)

Internal Accounting Controls. The Company Entity and each of its Subsidiaries maintain subsidiaries maintains a system of internal accounting controls sufficient to provide reasonable assurance that (ia) transactions are executed in accordance with management’s 's general or specific authorizations, (iib) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iiic) access to assets is permitted only in accordance with management’s 's general or specific authorization, and (ivd) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Consolidation Agreement (RVision, Inc.)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s general or specific authorizations, , (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, , (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Purchase Agreement (MIGENIX Inc.)

Internal Accounting Controls. The Company and each has established or is in the process of its Subsidiaries maintain establishing a system of internal accounting controls sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, ; (iii) access to assets is permitted only in accordance with management’s general or specific authorization, ; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Note Purchase Agreement (Mortgageit Holdings Inc)

Internal Accounting Controls. The Company and each of its the Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements substantially in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Securities Purchase Agreement (Mandalay Media, Inc.)

Internal Accounting Controls. The Each of the Company and each of its Subsidiaries maintain the Corporate Guarantors maintains a system of internal accounting controls sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, ; (iii) access to assets Assets is permitted only in accordance with management’s general or specific authorization, ; and (iv) the recorded accountability for assets Assets is compared with the existing assets Assets at reasonable intervals and appropriate action is taken with respect to any differences...

Appears in 1 contract

Sources: Securities Purchase Agreement (Inventergy Global, Inc.)

Internal Accounting Controls. The Each of the Company and each of its Subsidiaries maintain subsidiaries maintains a system of internal accounting controls sufficient to provide reasonable assurance assurances that (i) transactions are executed in accordance with management’s general or specific authorizationsauthorization, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity accordance with GAAP generally accepted accounting principles and to maintain asset accountabilityaccountability for assets, (iii) access to its assets is permitted only in accordance with management’s general or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Purchase Agreement (Nn Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s 's general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, ; (iii) access to assets Assets is permitted only in accordance with management’s 's general or specific authorization, ; and (iv) the recorded accountability for assets Assets is compared with the existing assets Assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Securities Purchase Agreement (Dynamic Ventures Corp.)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Securities Purchase Agreement (Miv Therapeutics Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and statutory accounting practice, respectively, and to maintain asset accountability, ; (iii) access to assets is permitted only in accordance with management’s general or specific authorization, ; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Purchase Agreement (Phoenix Companies Inc/De)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain s a system of internal accounting controls sufficient to provide reasonable assurance that assurances that: (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial - statements in conformity with GAAP United States generally accepted accounting principles and to maintain asset accountability, accountability for assets; (ii) transactions are -- executed in accordance with management's general or specific authorization; (iii) access to assets is available only if permitted only in accordance with --- management’s 's general or specific authorization, ; and (iv) the recorded -- accountability for assets amounts is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Stock Purchase Agreement (RMH Teleservices Inc)

Internal Accounting Controls. The Company and each of its the Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Securities Purchase Agreement (Visual Networks Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain Subsidiary maintains a system of internal accounting controls sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP International Financial Reporting Standards and to maintain asset accountability, ; (iii) access to assets is permitted only in accordance with management’s general or specific authorization, ; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Agency Agreement

Internal Accounting Controls. The Company and each of its Subsidiaries maintain the Subsidiary maintains a system of internal accounting controls sufficient to provide reasonable assurance that that: (iA) material transactions are executed in accordance with management’s general or specific authorizations, ; (iiB) material transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP International Financial Reporting Standards and to maintain asset accountability, ; (iiiC) access to assets is permitted only in accordance with management’s general or specific authorization, ; and (ivD) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Agency Agreement

Internal Accounting Controls. The Company and each of its Subsidiaries the Subsidiary maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.. (m)

Appears in 1 contract

Sources: Securities Purchase and Registration Rights Agreement

Internal Accounting Controls. The Company and each of its Subsidiaries consolidated subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance assurances that (iA) transactions are executed in accordance with management’s 's general or specific authorizations, authorization; (iiB) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, accountability for assets; (iiiC) access to assets is permitted only in accordance with management’s 's general or specific authorization, ; and (ivD) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Underwriting Agreement (Puget Energy Inc /Wa)

Internal Accounting Controls. The In its conduct of the Business, each Company and each of its Subsidiaries maintain maintains a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements of Inventure in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Asset Purchase Agreement (Inventure Foods, Inc.)

Internal Accounting Controls. The Company and each of its Subsidiaries the Co-Borrowers maintain a system of internal accounting controls sufficient to provide reasonable assurance that (ia) transactions are executed in accordance with management’s 's general or specific authorizations, (iib) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP United States generally accepted accounting principles and to maintain asset accountability, (iiic) access to assets is permitted only in accordance with management’s 's general or specific authorization, and (ivd) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Securities Purchase Agreement (Midwest Express Holdings Inc)

Internal Accounting Controls. The Company and each of its the Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with Canadian GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Securities Purchase Agreement (North American Palladium LTD)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain maintains a system of internal accounting controls sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s general or specific authorizations, ; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, ; (iii) access to assets Assets is permitted only in accordance with management’s general or specific authorization, ; and (iv) the recorded accountability for assets Assets is compared with the existing assets Assets at reasonable intervals and appropriate action is taken with respect to any differences...

Appears in 1 contract

Sources: Securities Purchase Agreement (LifeMD, Inc.)

Internal Accounting Controls. The Company and each of its the Subsidiaries maintain maintains a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Equity Line Purchase Agreement (Health Sciences Group Inc)

Internal Accounting Controls. The Company and each of its the Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) material transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to material assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Securities Purchase Agreement (RMH Teleservices Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain maintains a ---------------------------- system of internal accounting controls sufficient to provide reasonable assurance assurances that (iA) transactions are executed in accordance with management’s 's general or specific authorizationsauthorization, (iiB) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountabilityaccountability for assets, (iiiC) access to assets is permitted only in accordance with management’s 's general or specific authorization, and (ivD) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differencesdifferences to the extent necessary under GAAP.

Appears in 1 contract

Sources: Purchase Agreement (Ubid Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain maintains a system of internal accounting controls sufficient to provide reasonable assurance that assurances that: (i) transactions are executed in accordance with management’s general or specific authorizations, (iia) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP United States generally accepted accounting principles and to maintain asset accountability, accountability for assets; (iiib) access to assets is permitted only transactions are executed in accordance with management’s general or specific authorization, ; (c) access to assets is available only if permitted in accordance with management’s general or specific authorization; and (ivd) the recorded accountability for assets amounts is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Stock Purchase Agreement (Hei Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries the Company's subsidiary ------------------------------------ maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Purchase and Sale of Stock Agreement (Aqua Clara Bottling & Distribution Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that that: (i) transactions are executed in accordance with management’s 's general or specific authorizations, , (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, , (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, and and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Securities Purchase Agreement (Biotechnology Value Fund L P)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial 84 statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Investment Agreement (Can Cal Resources LTD)

Internal Accounting Controls. The Company and each of its Subsidiaries TableMAX maintain a system systems of internal accounting controls sufficient to provide reasonable assurance that that, on a consolidated basis following the Reverse Acquisition, (i) transactions are will be executed in accordance with management’s 's general or specific authorizations, (ii) transactions are will be recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is will be permitted only in accordance with management’s 's general or specific authorization, and (iv) the recorded accountability for assets is will be compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Securities Purchase Agreement (Tablemax Corp)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain Group maintains a system of internal accounting controls sufficient to provide reasonable assurance that that: (i) transactions are executed only in accordance with the respective management’s general or specific authorizations, authorization; (ii) transactions all income and expense items are promptly and properly recorded for the relevant periods in accordance with the revenue recognition and expense policies maintained by the Company Group, as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, permitted by the IFRS; (iii) access to assets is permitted only in accordance with the respective management’s general or specific authorization, and ; and (iv) the recorded accountability for assets is are compared with the existing assets at reasonable intervals intervals, and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Merger Agreement (Blue Safari Group Acquisition Corp)

Internal Accounting Controls. The Company and each of its Subsidiaries material subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, authorization and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Standby Equity Purchase Agreement (Orckit Communications LTD)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance assurances that (iA) transactions are executed in accordance with management’s 's general or specific authorizationsauthorization, (iiB) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP generally accepted accounting principles and to maintain asset accountabilityaccountability for assets, (iiiC) access to assets is permitted only in accordance with management’s 's general or specific authorization, authorization and (ivD) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Terms Agreement (Cross Timbers Oil Co)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain a system of internal accounting controls sufficient sufficient, in all material respects, to provide reasonable assurance that (i) transactions are executed in accordance with management’s general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Securities Purchase Agreement (BTHC VII Inc)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain maintains a system of internal accounting controls that it reasonably believes is sufficient to provide reasonable assurance assurances that (i1) transactions are executed in accordance with management’s general or specific authorizations, authorization; (ii2) transactions are recorded as necessary to permit the preparation of annual financial statements in conformity with GAAP or any other criteria applicable to such financial statements and to maintain asset accountability, accountability for assets; (iii3) access to assets is permitted only in accordance with management’s general or specific authorization, ; and (iv4) the recorded accountability for assets is compared with the existing assets at reasonable intervals intervals, and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Stock Purchase Agreement (Pinnacle Airlines Corp)

Internal Accounting Controls. The Company and each of its Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (iw) transactions are executed in accordance with management’s 's general or specific authorizations, ; (iix) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, ; (iiiy) access to assets is permitted only in accordance with management’s 's general or specific authorization, ; and (ivz) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Underwriting Agreement (Kopin Corp)

Internal Accounting Controls. The Company and each of its the Subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance assurances that (i) transactions are executed in accordance with management’s 's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP United States generally accepted accounting principles and to maintain asset accountability, (iii) access to assets is permitted only in accordance with management’s 's general or specific authorization, and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

Appears in 1 contract

Sources: Common Stock Purchase Agreement (Pricesmart Inc)