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This excerpt taken from the GIS 8-K filed Apr 10, 2007. Section
5. Conditions of the Obligations of the
Initial Purchaser. The
obligations of the Initial Purchaser to purchase and pay for the Notes as
provided herein on the Closing Date and, with respect to the Optional Notes,
the Option Closing Date, if applicable, shall be subject to the accuracy of the
representations and warranties on the part of the Company set forth in
Section 1 hereof as of the date hereof and as of the Closing Date as
though then made and, with respect to the Optional Notes, as of the related
Option Closing Date as though then made, to the timely performance by the
Company of its covenants and other obligations hereunder, and to each of the
following additional conditions:
(a) Accountants’ Comfort Letter. On the date hereof, the Initial Purchaser shall have received from KPMG LLP, independent registered public accountants for the Company, a letter dated the date hereof, each addressed to the Initial Purchaser, in form and substance satisfactory to the Initial Purchaser, containing statements and information of the type ordinarily included in accountants’ “comfort letters” to the Initial Purchaser, delivered according to Statement of Auditing Standards No. 72 (or any successor bulletin), with respect to the audited and unaudited financial statements and certain financial information contained in the Disclosure Package and the Final Offering Memorandum with respect to the Company. |
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