Common use of Requirements as to financial statements Clause in Contracts

Requirements as to financial statements. (a) Each set of financial statements delivered by an Obligor pursuant to Clause 19.2 (Financial statements) shall be certified by a director of the relevant Obligor as giving a true and fair view (if audited) or fairly representing (if unaudited) its financial condition and operations as at the date as at which those financial statements were drawn up. (b) The Guarantor shall procure that each set of financial statements delivered pursuant to Clause 19.2 (Financial statements) is prepared using GAAP accounting practices unless, in relation to any set of financial statements, it notifies the Facility Agent that there has been a change in GAAP, the accounting practices or reference periods and its auditors deliver to the Facility Agent: (i) a description of any change necessary for those financial statements to reflect the current GAAP, accounting practices and reference periods; and (ii) sufficient information, in form and substance as may be reasonably required by the Facility Agent, to enable the Lenders to determine whether Clause 20 (Financial Covenants) has been complied with.

Requirements as to financial statements. (a) Each set of financial statements delivered by an Obligor pursuant to the Borrower under Clause 19.2 19.1 (Financial statements): (a) shall be certified by a director an officer of the relevant Obligor company as giving a true and fair view of (if audited) in the case of annual financial statements), or fairly representing (if unaudited) in other cases), its financial condition and operations as at the date as at which those financial statements were drawn up.; and (b) The Guarantor shall procure that each set of financial statements delivered pursuant to Clause 19.2 (Financial statements) is be prepared using GAAP GAAP, accounting practices and financial reference periods consistent with those applied in the preparation of the Original Financial Statements unless, in relation to any set of financial statements, it notifies the Facility Agent that there has been a change in GAAP, the accounting practices or reference periods and its auditors deliver to the Facility Agent: (i) a description of any change necessary for those financial statements to reflect the current GAAP, accounting practices and reference periodsperiods upon which the Original Financial Statements were prepared; and (ii) sufficient information, in form and substance as may be reasonably required by the Facility Agent, to enable the Lenders Agent to determine whether Clause 20 (Financial Covenants) has been complied withwith and make an accurate comparison between the financial position indicated in those financial statements and the Original Financial Statements. Any reference in this Agreement to those financial statements shall be construed as a reference to those financial statements as adjusted to reflect the basis upon which the Original Financial Statements were prepared.

Requirements as to financial statements. (a) Each set of financial statements delivered by an Obligor pursuant to the Borrower under Clause 19.2 19.1 (Financial statements) ): 19.3.1 shall be certified by a director of the relevant Obligor company as giving a true and fair view of (if audited) in the case of annual financial statements), or fairly representing (if unaudited) in other cases), its financial condition and operations as at the date as at which those financial statements were drawn up.; and (b) The Guarantor 19.3.2 shall procure that each set of financial statements delivered pursuant to Clause 19.2 (Financial statements) is be prepared using GAAP GAAP, accounting practices and financial reference periods consistent with those applied in the preparation of the Original Financial Statements unless, in relation to any set of financial statements, it notifies the Facility Agent that there has been a change in GAAP, the accounting practices or reference periods and its auditors deliver to the Facility Agent: (ia) a description of any change necessary for those financial statements to reflect the current GAAP, accounting practices and reference periodsperiods upon which the Original Financial Statements were prepared; and (iib) sufficient information, in form and substance as may be reasonably required by the Facility Agent, to enable the Lenders Agent to determine whether Clause 20 (Financial Covenants) has been complied withwith and make an accurate comparison between the financial position indicated in those financial statements and the Original Financial Statements. Any reference in this Agreement to those financial statements shall be construed as a reference to those financial statements as adjusted to reflect the basis upon which the Original Financial Statements were prepared.

Requirements as to financial statements. (a) Each set of financial statements delivered by an Obligor pursuant to under Clause 19.2 20.1 (Financial statements) ): 20.3.1 shall be certified by a director the Chief Financial Officer of the relevant Obligor Original Guarantor as giving a true and fair view of (if audited) in the case of annual financial statements), or fairly representing (if unaudited) in other cases), its financial condition and operations as at the date as at which those financial statements were drawn up.; and (b) The Guarantor 20.3.2 shall procure that each set of financial statements delivered pursuant to Clause 19.2 (Financial statements) is be prepared using GAAP GAAP, accounting practices and financial reference periods consistent with those applied in the preparation of the Original Financial Statements unless, in relation to any set of financial statements, it notifies the Facility Agent that there has been a change in GAAP, the accounting practices or reference periods and its auditors deliver to the Facility Agent: (ia) a description of any change necessary for those financial statements to reflect the current GAAP, accounting practices and reference periodsperiods upon which the Original Financial Statements were prepared; and (iib) sufficient information, in form and substance as may be reasonably required by the Facility Agent, to enable the Lenders Agent to determine whether Clause 20 21 (Financial Covenants) has been complied withwith and make an accurate comparison between the financial position indicated in those financial statements and the Original Financial Statements. Any reference in this Agreement to those financial statements shall be construed as a reference to those financial statements as adjusted to reflect the basis upon which the Original Financial Statements were prepared.

Requirements as to financial statements. (a) Each set of financial statements delivered by an Obligor the Borrower pursuant to Clause 19.2 19.1 (Financial statements) shall be certified by a director authorised signatory of the relevant Obligor Borrower as giving a true and fair view (if audited) or fairly representing (if unaudited) its financial condition and operations as at the date as at which those financial statements were drawn up. (b) The Guarantor Borrower shall procure that each set of financial statements delivered pursuant to Clause 19.2 19.1 (Financial statements) is prepared using GAAP GAAP, accounting practices and financial reference periods consistent with those applied in the preparation of the Original Financial Statements unless, in relation to any set of financial statements, it notifies the Facility Agent that there has been a change in GAAP, the accounting practices or reference periods and its auditors deliver to the Facility Agent: (i) a description of any change necessary for those financial statements to reflect the current GAAP, accounting practices and reference periodsperiods upon which the Original Financial Statements were prepared; and (ii) sufficient information, in form and substance as may be reasonably required by the Facility Agent, to enable the Lenders to determine whether Clause 20 any other relevant matter and make an accurate comparison between the financial position indicated in those financial statements and the Original Financial Statements. (c) Any reference in this Agreement to those financial statements shall be construed as a reference to those financial statements as adjusted to reflect the basis upon which the Original Financial Covenants) has been complied withStatements were prepared.

Requirements as to financial statements. (a) Each set of financial statements delivered by an Obligor pursuant to the Borrowers or the Guarantor (as applicable) under Clause 19.2 19.1 (Financial statements) ): 19.3.1 shall be certified by a director of the relevant Obligor Guarantor as giving a true and fair view of (if audited) in the case of annual financial statements), or fairly representing (if unaudited) in other cases), its financial condition and operations as at the date as at which those financial statements were drawn up.; (b) The Guarantor 19.3.2 shall procure that each set of financial statements delivered pursuant to Clause 19.2 (Financial statements) is be prepared using GAAP GAAP, accounting practices and financial reference periods consistent with those applied in the preparation of the Original Financial Statements unless, in relation to any set of financial statements, it notifies the Facility Agent Lender that there has been a change in GAAP, the accounting practices or reference periods and its auditors deliver to the Facility AgentLender: (ia) a description of any change necessary for those financial statements to reflect the current GAAP, accounting practices and reference periodsperiods upon which the Original Financial Statements were prepared; and (iib) sufficient information, in form and substance as may be reasonably required by the Facility AgentLender, to enable the Lenders Lender to determine whether Clause 20 (Financial Covenants) has been complied withwith and make an accurate comparison between the financial position indicated in those financial statements and the Original Financial Statements. Any reference in this Agreement to those financial statements shall be construed as a reference to those financial statements as adjusted to reflect the basis upon which the Original Financial Statements were prepared.

Requirements as to financial statements. (a) Each set of financial statements delivered by an Obligor the Company pursuant to Clause 19.2 19.1 (Financial statements) shall be certified by a director of the relevant Obligor company as giving a true and fair view (if audited) or fairly representing (if unaudited) presenting its financial condition and operations as at the date as at which those financial statements were drawn up. (b) The Guarantor Company shall procure that each set of financial statements delivered pursuant to Clause 19.2 Clause 19.1 (Financial statements) is prepared using GAAP GAAP, accounting practices unless, and financial reference periods consistent with those applied in the preparation of the Original Financial Statements unless in relation to any set of financial statements, it notifies the Facility Agent that there has been a change in GAAP, the accounting practices or reference periods and its auditors deliver to the Facility Agent: (i) a description of any change necessary for those financial statements to reflect the current GAAP, accounting practices and reference periodsperiods upon which the Original Financial Statements were prepared; and (ii) sufficient information, in form and substance as may be reasonably required by the Facility Agent, to enable the Lenders to determine whether Clause 20 (Financial Covenants) has been complied withwith and make an accurate comparison between the financial position indicated in those financial statements and the Original Financial Statements. Any reference in this Agreement to those financial statements shall be construed as a reference to those financial statements as adjusted to reflect the basis upon which the Original Financial Statements were prepared. (c) At the Company's request, the Company and the Agent shall negotiate in good faith with a view to agreeing such amendments to the financial covenants as may be necessary to Clause 20 (Financial Covenants) in order to avoid the Company having to provide reconciliations pursuant to paragraph (b) of Clause 19.2 (Compliance Certificate).

Requirements as to financial statements. (a) Each set of financial statements delivered by an Obligor pursuant to Clause 19.2 (Financial statements) shall be certified by a director of the relevant Obligor as giving a true and fair view (if audited) or fairly representing (if unaudited) its financial condition and operations as at the date as at which those financial statements were drawn up. (b) The Guarantor Borrower shall procure that each set of financial statements delivered pursuant to Clause 19.2 18.1.1 (Financial statements) is prepared using GAAP GAAP, accounting practices and financial reference periods consistent with those applied in the preparation of the Original Financial Statements for the Borrower and the Guarantors unless, in relation to any set of financial statements, it notifies the Facility Agent that there has been a change in GAAP, the accounting practices or reference periods and its (or the Guarantors’ (as the case may be)) auditors deliver to the Facility Agent: (ia) a description of any change necessary for those financial statements to reflect the current GAAP, accounting practices and reference periodsperiods upon which the Borrower’s or the Guarantors’ (as the case may be) Original Financial Statements were prepared; and (iib) sufficient information, in form and substance as may be reasonably required by the Facility Agent, to enable the Lenders to determine whether Clause 20 19 (Financial Covenantscovenants) has been complied withwith and make an accurate comparison between the financial position indicated in those financial statements and the Borrower’s or the Guarantors’ (as the case may be) Original Financial Statements. Any reference in this Agreement to those financial statements shall be construed as a reference to those financial statements as adjusted to reflect the basis upon which the Original Financial Statements were prepared.

Requirements as to financial statements. (a) Each set of financial statements delivered by an Obligor pursuant to a Borrower under Clause 19.2 20.1 (Financial statements) ): 20.3.1 shall be certified by a director an Authorised Officer of the relevant Obligor Guarantor as giving a true and fair view of (if audited) in the case of annual financial statements), or fairly representing (if unaudited) in other cases), its financial condition and operations as at the date as at which those financial statements were drawn up.; (b) The Guarantor 20.3.2 shall procure that each set of financial statements delivered pursuant to Clause 19.2 (Financial statements) is be prepared using GAAP GAAP, accounting practices and financial reference periods consistent with those applied in the preparation of the Original Financial Statements unless, in relation to any set of financial statements, it notifies the Facility Agent that there has been a change in GAAP, the accounting practices or reference periods and its auditors deliver to the Facility Agent: (ia) a description of any change necessary for those financial statements to reflect the current GAAP, accounting practices and reference periodsperiods upon which the Original Financial Statements were prepared; and (iib) sufficient information, in form and substance as may be reasonably required by the Facility Agent, to enable the Lenders Agent to determine whether Clause 20 21 (Financial Covenants) has been complied withwith and make an accurate comparison between the financial position indicated in those financial statements and the Original Financial Statements. Any reference in this Agreement to those financial statements shall be construed as a reference to those financial statements as adjusted to reflect the basis upon which the Original Financial Statements were prepared.

Requirements as to financial statements. (a) Each set of financial statements delivered by an Obligor the Company pursuant to Clause 19.2 19.1 (Financial statements) shall be certified by a director senior financial officer of the relevant Obligor Company as giving a true and fair view (if audited) or fairly representing (if unaudited) its financial condition and operations as at the date as at which those financial statements were drawn up. (b) The Guarantor Company shall procure that each set of financial statements delivered pursuant to Clause 19.2 19.1 (Financial statements) is prepared using GAAP IFRS, accounting practices and financial reference periods consistent with those applied in the preparation of its Original Financial Statements unless, in relation to any set of financial statements, it notifies the Facility Agent that there has been a change in GAAPIFRS, the accounting practices or reference periods and its auditors deliver it delivers to the Facility Agent: (i) a description of any change necessary for those financial statements to reflect the current GAAPIFRS, accounting practices and reference periodsperiods upon which its Original Financial Statements were prepared; and (ii) sufficient information, in form and substance as may be reasonably required by the Facility Agent, to enable the Lenders to determine whether Clause 20 (Financial Covenantscovenants) has been complied withwith and make an accurate comparison between the financial position indicated in those financial statements and the Company’s Original Financial Statements. If so requested by the Agent, the Company shall request its auditors to deliver the information referred to in paragraphs (i) and (ii) above to the Agent. Any reference in this Agreement to those financial statements shall be construed as a reference to those financial statements as adjusted to reflect the basis upon which the Original Financial Statements were prepared.

Requirements as to financial statements. (a) Each set of financial statements delivered by an Obligor pursuant to Clause 19.2 (Financial statements) shall be certified by a director of the relevant Obligor as giving a true and fair view (if audited) or fairly representing (if unaudited) its financial condition and operations as at the date as at which those financial statements were drawn up. (b) The Guarantor Company shall procure that each set of financial statements for each Obligor and for the Group delivered pursuant to Clause 19.2 22.1 (Financial statements) is prepared using GAAP (or local GAAP as applicable) and that in each case accounting practices and financial reference periods are materially consistent with those applied in the preparation of the Original Financial Statements for that Obligor and the Group, as applicable, unless, in relation to any set of financial statements, it notifies the Facility Agent that there has been a material change in GAAP (or Local GAAP, as applicable), or the accounting practices or reference periods and its auditors (or, if appropriate, the auditors of the member of the Group) deliver to the Facility Agent: (i) a description of any material change necessary for those financial statements to reflect the current GAAP, accounting practices and reference periodsperiods upon which that Obligor's or the Group's (as applicable) Original Financial Statements were prepared; and (ii) sufficient information, in form and substance as may be reasonably required by the Facility Agent, to enable the Lenders to determine whether Clause 20 23 (Financial Covenants) has been complied withwith and make an accurate comparison between the financial position indicated in those financial statements and that Obligor's or the Group's Original Financial Statements, as applicable.

Requirements as to financial statements. (a) Each set of financial statements delivered by an Obligor pursuant to the Guarantor under Clause 19.2 7.1 (Financial statements): (i) shall be certified by a director an authorised officer of the relevant Obligor Parent Guarantor as giving a true and fair view of (if audited) in case of annual financial statements), or fairly representing (if unaudited) in other cases), its financial condition and operations as at the date as at which those financial statements were drawn up.; (bii) The Guarantor shall procure that each set of financial statements delivered pursuant to Clause 19.2 (Financial statements) is be prepared using GAAP GAAP, accounting practices and financial reference periods consistent with those applied in the preparation of the Original Financial Statements unless, in relation to any set of financial statements, it notifies the Facility Security Agent that there has been a change in GAAP, the accounting practices or reference periods and its auditors deliver to the Facility Security Agent: (iA) a description of any change necessary for those financial statements to reflect the current GAAP, accounting practices and reference periodsperiods upon which the Original Financial Statements were prepared; and (iiB) sufficient information, in form and substance as may be reasonably required by the Facility Security Agent, to enable the Lenders Security Agent to determine whether Clause 20 8 (Financial Covenants) has been complied withwith and make an accurate comparison between the financial position indicated in those financial statements and the Original Financial Statements. (b) Any reference in this Guarantee to those financial statements shall be construed as a reference to those financial statements as adjusted to reflect the basis upon which the Original Financial Statements were prepared.

Requirements as to financial statements. (a) Each set of financial statements delivered by an Obligor the Company pursuant to Clause 19.2 20.1 (Financial statements) shall be certified by a director of the relevant Obligor Company as giving a true and fair view (if audited) or fairly representing (if unaudited) its financial condition and operations as at the date as at which those financial statements were drawn up. (b) The Guarantor Company shall procure that each set of financial statements of the Company delivered pursuant to Clause 19.2 20.1 (Financial statements) is prepared using GAAP accounting practices and financial reference periods consistent with those applied in the preparation of the Original Financial Statements unless, in relation to any set of financial statements, it notifies the Facility Agent that there has been a change in GAAP, the accounting practices or reference periods and its auditors deliver to the Facility Agent: (i) a description of any change necessary for those financial statements to reflect the current GAAPIFRS, accounting practices and reference periodsperiods upon which the Original Financial Statements were prepared; and (ii) sufficient information, in form and substance as may be reasonably required by the Facility Agent, to enable the Lenders Banks to determine whether Clause 20 21 (Financial Covenantscovenants) has been complied withwith and make an accurate comparison between the financial position indicated in those financial statements and the Original Financial Statements. Any reference in this Agreement to those financial statements shall be construed as a reference to those financial statements as adjusted to reflect the basis upon which the Original Financial Statements were prepared.

Requirements as to financial statements. (a) Each set of financial statements delivered by an Obligor the Borrower pursuant to Clause 19.2 17.1 (Financial statements) shall be certified by a director authorised signatory of the relevant Obligor Borrower as giving a true and fair view (if audited) or fairly representing (if unaudited) its financial condition and operations as at the date as at which those financial statements were drawn up. (b) The Guarantor Borrower shall procure that each set of financial statements delivered pursuant to Clause 19.2 17.1 (Financial statements) is prepared using GAAP GAAP, accounting practices and financial reference periods consistent with those applied in the preparation of the Original Financial Statements unless, in relation to any set of financial statements, it notifies the Facility Agent that there has been a change in GAAP, the accounting practices or reference periods and its auditors deliver to the Facility Agent: (i) a description of any change necessary for those financial statements to reflect the current GAAP, accounting practices and reference periodsperiods upon which the Original Financial Statements were prepared; and (ii) sufficient information, in form and substance as may be reasonably required by the Facility Agent, to enable the Lenders to determine whether Clause 20 any other relevant matter and make an accurate comparison between the financial position indicated in those financial statements and the Original Financial Statements. (c) Any reference in this Agreement to those financial statements shall be construed as a reference to those financial statements as adjusted to reflect the basis upon which the Original Financial Covenants) has been complied withStatements were prepared.