The Interim Financial Statements (Y) shall be prepared, and upon delivery of each Interim Financial Statement to Buyer, Seller shall be deemed to represent and warrant to Buyer that such Interim Financial Statement has been prepared, in accordance with the books and records of the Companies and in accordance with GAAP on a consistent basis throughout the periods covered thereby, except for the absence of footnotes and statements of cash flows and adjustments described on Schedules 3.5 and 3.6 and (Z) shall fairly present in all material respects, and upon delivery of each Interim Financial Statement to Buyer, Seller shall be deemed to represent and warrant to Buyer that such Interim Financial Statement fairly presents in all material respects, the financial condition and operating results as of the dates and for the periods indicated therein, subject only to normal year-end adjustments. Furnish to Buyer (i) within forty-five days after the end of each month between the date hereof and the Closing Date, (A) month-end billing, month-end subscriber and month-end capital expenditure reports for each of the Systems and (B) unaudited consolidated balance sheet and statement of operations such month (the ' Interim Financial Statements'). Upon the reasonable request of Buyer setting forth a description of the items requested, Seller will make available to Buyer, correct and complete copies of all filings made to Governmental Authorities with respect to the Business.įinancial and Operational Information. The Business's Financial Statements have been prepared in the ordinary course of business, are based on the books and records of the Seller, were prepared in accordance with GAAP consistently applied and present fairly the financial condition and results of operations of the Business as of the dates and for the periods indicated, with no material differences between such financial statements and the financial records maintained by Seller.

Seller has delivered to Buyer correct and complete copies of the Business's audited balance sheet and related statements of operations, income, changes in financial position and statements of income and cash flows for the years ended December 31, 1993, 19, and an unaudited balance sheet and statements of profit and loss and cash flow of the Business for the six months ending J(the 'Business's Financial Statements').

Apic warrants in cashflows