Common use of Accounting Terms and Determinations Clause in Contracts

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders hereunder shall be prepared, in accordance with GAAP, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants).

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrower's independent public accountants)) with the most recent audited consolidated financial statements of the Borrower and its Consolidated Subsidiaries delivered to the Banks.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time in the United States of America (“Generally Accepted Accounting Principles”), applied on a basis consistent (except for changes concurred in by the Borrower’s independent public accountants) with the most recent audited financial statements of the Borrower referred delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Banks hereunder.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrower's independent public accountants)) with the most recent audited combined financial statements of the Borrower and its Consolidated Subsidiaries delivered to the Banks.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent (except for changes concurred in by the Borrower’s independent public accountants) with the most recent audited consolidated financial statements of the Borrower referred and its Consolidated Subsidiaries delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Banks.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrower's independent public accountants)) with the most recent audited financial statements of the Borrower and its Consolidated Subsidiaries delivered to the Banks.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPGAAP as in effect from time to time in the United States of America, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the a Borrower's ’s independent public accountants)) with the most recent audited financial statements of such Borrower delivered to the Banks hereunder.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPU.S. GAAP as in effect from time to time, applied on a basis consistent (except for changes concurred in by the Borrower’s independent public accountants) with the most recent audited financial statements of the Borrower referred and its Consolidated Entities delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Bank Parties.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPGAAP as in effect from time to time in the United States of America, applied on a basis consistent (except for changes concurred in by a Borrower’s independent public accountants) with the most recent audited financial statements of the Borrower referred delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Banks hereunder.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, in accordance with GAAPGAAP as in effect from time to time, applied on a basis consistent with the most recent audited financial statements of the Borrower referred delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Bank.

Accounting Terms and Determinations. Unless otherwise specified hereinin this Agreement, all terms of an accounting terms character used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all any financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, in accordance with GAAP, generally accepted accounting principles in the United States as in effect from time to time applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)basis.

Accounting Terms and Determinations. Unless otherwise specified herein, all terms of an accounting terms character used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, in accordance with GAAP, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrower's independent public accountants)accountants or otherwise required by a change in GAAP) with the most recent audited consolidated financial statements of the Borrower and its Consolidated Subsidiaries delivered to the Lenders.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, in accordance with GAAP, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Generally Accepted Accounting Principles.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)basis.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time in the United States of America, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with to by the applicable Borrower's independent public accountants)) with the most recent audited financial statements of such Borrower delivered to Lenders hereunder.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent (except for changes concurred in by the Borrower’s independent public accountants) with the most recent audited financial statements of the Borrower referred and its Consolidated Entities delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Bank Parties.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the BorrowerCompany's independent public accountants)) with the most recent audited consolidated financial statements of the Company and its Consolidated Subsidiaries delivered to the Banks.

Accounting Terms and Determinations. Unless otherwise specified herein, all terms of an accounting terms character used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAP, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the BorrowerBull Run's independent public accountants)) with the most recent audited consolidating and consolidated financial statements of Bull Run and its Consolidated Subsidiaries delivered to the Bank.

Accounting Terms and Determinations. Unless Except as otherwise specified expressly provided herein, all accounting terms used herein shall be interpreted, all determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders Bank hereunder shall be prepared, in accordance with GAAP, applied on a basis consistent with GAAP and the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Investment Company Act.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the relevant Borrower's ’s independent public accountants)) with the most recent audited consolidated financial statements of such Borrower and its Consolidated Subsidiaries delivered to the Banks.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPGAAP as in effect from time to time in the United States of America, applied on a basis consistent (except for changes concurred in by a Borrower's independent public accountants) with the most recent audited financial statements of the Borrower referred delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Banks hereunder.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent (except for changes concurred in by the Borrower’s independent public accountants) with the most recent audited financial statements of the Borrower referred and its Consolidated Subsidiaries delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Banks.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders Holders hereunder shall be prepared, in accordance with GAAP, applied on a basis consistent with the audited financial statements of the Borrower Company referred to in Section 7.02 (except for changes concurred with by the BorrowerCompany's independent public accountants).

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time in the United States of America, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the applicable Borrower's ’s independent public accountants)) with the most recent audited financial statements of that Borrower delivered to the Banks hereunder.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAP, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Agreement Accounting Principles.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders Holders hereunder shall be prepared, in accordance with GAAP, applied on a basis consistent with the audited financial statements of the Borrower referred to Company contained in Section 7.02 the Company Documents (except for changes concurred with by the BorrowerCompany's independent public accountants).

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrower's independent public accountants).public

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared (except with respect to interim financial statements) in accordance with GAAPGAAP as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrower's independent public accountants)) with the most recent reviewed financial statements of the Borrower delivered to the Lender.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPGAAP as in effect from time to time, applied on a basis consistent (except for changes required by the accounting profession or changes concurred in by the Company’s independent public accountants) with the most recent audited Consolidated financial statements of the Borrower referred Company and its Consolidated Subsidiaries delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Lenders.

Accounting Terms and Determinations. Unless otherwise ----------------------------------- specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, in accordance with GAAPgenerally accepted accounting principles in the United States of America as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrower's independent public accountants)) with the most recent audited consolidated financial statements of the Borrower and its Consolidated Subsidiaries delivered to the Bank.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders hereunder shall be prepared, in accordance with GAAP, applied on a basis consistent with the audited financial statements of the Borrower MMR referred to in Section 7.02 (except for changes concurred with by the BorrowerMMR's independent public accountants).

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, in accordance with GAAPGenerally Accepted Accounting Principles. In the event of changes to Generally Accepted Accounting Principles which become effective after the Restatement Date, applied on a basis consistent with the audited financial statements Agency and the Bank agree to negotiate in good faith appropriate revisions of this Agreement so as to perpetuate the Borrower referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)meaning and effect of such provisions as originally negotiated and agreed upon.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders hereunder shall be prepared, in accordance with GAAP, applied on a basis consistent with the audited financial statements of the Borrower Company referred to in Section 7.02 (except for changes concurred with by the BorrowerCompany's independent public accountants).

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time in the United States of America, applied on a basis consistent (except for changes concurred in by the Borrower’s independent public accountants) with the most recent audited financial statements of the Borrower referred delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Banks hereunder.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders Sleeve Provider hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with that used in the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)5.05.

Accounting Terms and Determinations. Unless Except as otherwise specified herein, all accounting terms used herein shall be interpreted, all determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders Banks hereunder shall be prepared, in accordance with GAAP, applied on a basis consistent with the audited financial statements of the Borrower referred generally accepted accounting principles as in effect from time to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)time.

Accounting Terms and Determinations. Unless Except as otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPGAAP as in effect from time to time, applied on a basis consistent (except for changes approved by the Required Banks and by Borrower's independent certified public accountants) with the most recent audited financial statements of Borrower delivered to the Borrower referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Banks.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPGenerally Accepted Accounting Principles as in effect from time to time in the United States of America ("Generally Accepted Accounting Principles"), applied on a basis consistent with the most recent audited financial statements of the Borrower referred Fund delivered to in Section 7.02 (State Street hereunder, except for changes concurred with in by the Borrower's independent public accountants)accountants for the Fund.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders Bank hereunder shall be prepared, in accordance with GAAP, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Borrowers herein.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time in the United States of America, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the applicable Borrower's independent public accountants)) with the most recent audited financial statements of that Borrower delivered to the Banks hereunder.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrower's independent public accountants)) with the most recent audited consolidated financial statements of the Borrower and its Consolidated Subsidiaries delivered to the Bank.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, in accordance with GAAPGAAP as in effect from time to time, applied on a basis consistent with the most recent audited financial statements of the Borrower referred Obligors delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Lenders hereunder.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent (except for changes concurred in by the Borrower’s independent public accountants) with the most recent audited consolidated financial statements of the Borrower referred delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Administrative Agent.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrowerrelevant Loan Party's independent public accountants)) with the most recent audited consolidated financial statements of such Loan Party and its Consolidated Subsidiaries delivered to the Banks.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPUnited States generally accepted accounting principles, applied on a basis consistent (except for changes concurred in by the Borrower’s independent public accountants) with the audited most recent financial statements of the Borrower referred delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Bank.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPGAAP as in effect from time to time in the United States of America, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrower's a Xxxxxxxx’s independent public accountants)) with the most recent audited financial statements of such Borrower delivered to the Banks hereunder.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrower's independent public accountants)) with the most recent audited financial statements of the Borrower delivered to the Bank.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein therein shall be interpreted, all accounting determinations with respect to accounting matters hereunder thereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders hereunder delivered thereunder shall be prepared, prepared in accordance with GAAP, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the BorrowerRMC's independent public accountants)) with the most recent audited consolidated financial statements of the RMC and its Subsidiaries delivered to the Participants.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPGAAP as in effect from time to time, applied on a basis consistent with the audited most recent annual audited, consolidated financial statements of the Borrower referred Company delivered to in Section 7.02 (except for changes concurred with by Investor prior to the Borrower's independent public accountants)date hereof.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAP, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrower's independent public accountants)) with the most recent audited consolidated financial statements of the Borrower and its Consolidated Subsidiaries delivered to the Lenders.

Accounting Terms and Determinations. Unless otherwise specified herein, herein (i) all accounting terms used herein shall be interpreted, (ii) all accounting determinations with respect to accounting matters hereunder shall be mademade and (iii) all books, records and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent kept or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (consistently applied, except for changes concurred with reasonably approved in writing by the Borrower's independent public accountants)Lender.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAP, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrower's Principal’s independent public accountants)) with the most recent audited consolidated financial statements of the Principal and its Consolidated Subsidiaries delivered to EDC.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders Bank hereunder shall be prepared, in accordance with GAAP, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)herein.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)basis.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders hereunder shall be prepared, in accordance with GAAP, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Borrowers herein.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with generally accepted accounting principles as in effect from time to time ("GAAP"), applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the BorrowerCompany's independent public accountants)) with the most recent audited consolidated financial statements of the Company and its consolidated Subsidiaries delivered to the Purchasers.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time in the United States of America, applied on a basis consistent (except for changes concurred to by the Borrower’s independent public accountants) with the most recent audited financial statements of the Borrower referred delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Bank hereunder.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared on a consolidated basis in accordance with GAAP, applied on a basis consistent (except for changes concurred in by the independent public accountants of the Borrower) with the audited consolidated financial statements of the Borrower and Guarantor referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)4.5.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the most recent audited financial statements of the Borrower referred Company and delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)TDF.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAP, generally accepted accounting principles as in effect from time to time applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 ("GAAP") (except for changes concurred with in by the BorrowerEngage's independent public accountants)) with the most recent audited consolidated financial statements of Engage and its consolidated Subsidiaries.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the most recent audited financial statements of the Borrower referred Company and the respective Guarantors delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Bank.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared on a consolidated basis with Borrower's Subsidiaries in accordance with GAAPGAAP as in effect from time to time, applied on a basis consistent with the most recent audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants).

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, in accordance with GAAP, applied on a basis consistent with the audited financial statements of the Borrower referred generally accepted accounting principles as in effect from time to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)time and consistently applied.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the BorrowerGuarantor's independent public accountants)) with the most recent audited consolidated financial statements of the Guarantor and its Consolidated Subsidiaries delivered accordance with such timetable.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein therein shall be interpreted, all accounting determinations with respect to accounting matters hereunder thereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders hereunder delivered thereunder shall be prepared, prepared in accordance with GAAP, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the BorrowerLessee's independent public accountants)) with the most recent audited consolidated financial statements of the Lessee and its Subsidiaries delivered to the Participants.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAP, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrower's independent public accountants)) with the most recent audited consolidated financial statements of the Borrower and its Consolidated Subsidiaries delivered to the Banks.

Accounting Terms and Determinations. Unless Except as otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent (except for changes approved by Borrower’s independent public accountants) with the most recent audited financial statements of the Borrower referred delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Banks.

Accounting Terms and Determinations. Unless Except as otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared as determined in accordance with GAAPGAAP as in effect from time to time, applied on a basis consistent (except for changes accompanied by a concurrence from Borrower's independent certified public accountants) with the most recent audited financial statements of Borrower delivered to the Borrower referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Banks.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time in the United States of America, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrower's independent public accountants)) with the most recent audited financial statements of the Borrower delivered to the Banks hereunder.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, in accordance with GAAPGAAP as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrower's independent public accountants)) with the most recent audited consolidated financial statements of the Borrower and its Consolidated Subsidiaries delivered to the Bank.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrower's ’s independent public accountants).public

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, in accordance with GAAPGAAP as in effect from time to time, applied on a basis consistent (except for changes concurred in by the Client’s independent public accountants) with the most recent audited financial statements of the Borrower referred Client delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Provider.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time in the United States of America (“Generally Accepted Accounting Principles”), applied on a basis consistent (except for changes agreed to by the Borrower’s independent public accountants) with the most recent audited financial statements of the Borrower referred delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Banks hereunder.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants).a

Accounting Terms and Determinations. Unless otherwise specified herein, all financial and accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAP, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrower's independent public accountants)) with the most recent audited consolidated financial statements of the Borrower and its consolidated subsidiaries delivered to the Banks.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the most recent audited financial statements of the Borrower referred Agency delivered to in Section 7.02 (except for changes concurred the Bank with by respect to the Borrower's independent public accountants)Transportation System.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPUnited States generally accepted accounting principles as in effect from time to time, applied on a basis consistent (except for changes concurred in by the Borrower’s independent public accountants) with the most recent audited consolidated financial statements of the Borrower referred and its Consolidated Subsidiaries delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Banks prior to the Effective Date.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, in accordance with GAAPGenerally Accepted Accounting Principles consistently applied. In the event of changes to Generally Accepted Accounting Principles which become effective after the Funding Date, applied on a basis consistent with the audited financial statements City and the Bank agree to negotiate in good faith appropriate revisions of this Supplemental Agreement so as to perpetuate the Borrower referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)meaning and effect of such provisions as originally negotiated and agreed upon.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect hereunder (including, without limitation, determinations made pursuant to accounting matters hereunder the exhibits hereto) shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared on a consolidated basis in accordance with GAAP, GAAP applied on a basis consistent with the most recent audited consolidated financial statements of each Borrower and its consolidated subsidiaries delivered to Agent and each of the Borrower referred Lenders on or prior to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Closing Date.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles for governments as promulgated by the Governmental Accounting Standards Board as in effect from time to time, applied on a basis consistent with the most recent audited financial statements of the Borrower referred State delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Banks.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPGAAP as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrower's independent public accountants).) with the most

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAP, applied on a basis consistent with the audited financial statements generally accepted accounting principles as in effect from time to time. [The rest of the Borrower referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)this page is intentionally blank.]

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPGAAP as in effect from time to time, applied on a basis consistent with the audited most recent annual audited, consolidated financial statements of the Borrower referred Company delivered to in Section 7.02 (except for changes concurred with by III prior to the Borrower's independent public accountants)date hereof.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, in accordance with GAAPGAAP as in effect from time to time, applied on a basis consistent with the most recent audited financial statements of the Borrower referred delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Banks.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPaccounting principles, as in effect from time to time, applicable to financial statements required to be filed by insurance companies in Integrity's domiciliary state, applied on a basis consistent with the most recent audited financial statements of Integrity delivered or required to be delivered to the Borrower referred Bank pursuant to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)this Agreement.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the most recent audited consolidated financial statements of the Borrower referred Company delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Bank.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPUnited States generally accepted accounting principles as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the BorrowerGuarantor's independent public accountants).) with the most recent audited consolidated financial statements of the Guarantor and its Consolidated Subsidiaries delivered to the Banks. 16 12

Accounting Terms and Determinations. Unless otherwise specified herein, all terms of an accounting terms character used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrower's Borrowers' independent public accountants)) with the most recent audited consolidated financial statements of the Parent Company and its Consolidated Subsidiaries delivered to the Bank.

Accounting Terms and Determinations. Unless otherwise specified expressly stated herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPUnited States generally accepted accounting principles as in effect from time to time, applied on a basis consistent with the most recent audited consolidated financial statements of the Borrower referred Company delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Bank.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent (except for changes concurred in by the Successor Agency’s independent public accountants) with the most recent audited financial statements of the Borrower referred Successor Agency delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Bank pursuant to this Agreement.

Accounting Terms and Determinations. Unless otherwise ----------------------------------- specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrower's independent public accountants)) with the most recent audited consolidated financial statements of the Borrower and its Consolidated Subsidiaries delivered to the Lender.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the most recent audited financial statements of the Borrower referred Commission delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Bank.

Accounting Terms and Determinations. Unless otherwise specified hereinspecified, (i) all accounting terms used herein shall be interpreted, (ii) all accounting determinations with respect to accounting matters hereunder shall be made, and (iii) all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, in accordance with GAAPgenerally accepted accounting principles, applied on a basis consistent with the audited financial statements of the Borrower referred as in effect from time to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)time, consistently applied.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the most recent audited consolidated financial statements of the Borrower referred and its Consolidated Subsidiaries delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Bank.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPUnited States generally accepted accounting principles as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrower's independent public accountants)) with the most recent audited consolidated financial statements of the Borrower and its Consolidated Subsidiaries delivered to the Banks.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, made and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPGenerally Accepted Accounting Principles as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)basis.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the audited most recent financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants).

Accounting Terms and Determinations. Unless otherwise ----------------------------------- specified herein, with respect to any Person, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPgenerally accepted accounting principles as in effect from time to time, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with in by the Borrowersuch Person's independent public accountants)) with the most recent audited consolidated financial statements of such Person and its Consolidated Subsidiaries delivered to the Administrative Agent.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPUnited States generally accepted accounting principles as in effect from time to time, applied on a basis consistent (except for changes concurred in by the Borrower’s independent public accountants) with the most recent audited consolidated financial statements of the Borrower referred and its Consolidated Subsidiaries delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Bank prior to the Effective Date.

Accounting Terms and Determinations. Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all accounting determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders delivered hereunder shall be prepared, prepared in accordance with GAAPGAAP as in effect from time to time, applied on a basis consistent with the audited most recent annual audited, consolidated financial statements of the Borrower referred Company delivered to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants)Investors prior to the date hereof.