Common use of Annual Financial Statements and Reports Clause in Contracts

Annual Financial Statements and Reports. As soon as available, but in any event not later than ninety (90) days after the end of each Fiscal Year, commencing with the first Fiscal Year ending on or after the Financial Closing Date: (i) Financial Statements of the Borrower as at the end of such Fiscal Year, audited by the Borrower’s Accountant and accompanied by any management letter delivered by the Borrower’s Accountant; (ii) a discussion and analysis by the management of the Borrower of the Borrower’s business and operations at the end of such Fiscal Year with respect to the matters set forth in clause (b)(ii) above; (iii) a report certified by the Borrower addressing the extent to which the Project Facility Performance Targets have been achieved; and (iv) a report from the Borrower’s Accountant, including (A) for each such Fiscal Year, certifying that it has no knowledge that an Event of Default or Potential Default has occurred and is continuing or if, any Event of Default or Potential Default has occurred and is continuing, a statement as to the nature and period of existence thereof; (B) for each such Fiscal Year that includes all or a portion of the Construction Period, the aggregate amount of Equity Contributions and the aggregate amount of Advances applied to pay Project Costs; and (C) for each such Fiscal Year that includes all or a portion of the Operating Period, a comparison between such annual Financial Statements and the projections for such Fiscal Year contained in the Operating Forecast, and a certification that it has no knowledge that the Borrower was not, and is not, in compliance with Section 6.33 or, if such non-compliance has occurred a statement as to the nature thereof;

Annual Financial Statements and Reports. As Furnish to the Administrative Agent and each Lender, as soon as available, but available and in any event not later than within ninety (90) days after the end of each Fiscal Year, commencing with the first Fiscal Year ending on or after the Financial Closing Date: (i) Financial Statements of the Borrower or, if applicable and earlier, within two (2) Business Days after the Borrower files with the Commission its Annual Report on Form 10-K (or Form 10-KSB, if applicable) for such Fiscal Year, a consolidated balance sheet of the Borrower and its Subsidiaries as at of the end of such Fiscal Year and the related consolidated statements of income, shareholders' equity and cash flows of the Borrower and its Subsidiaries for such Fiscal Year, audited and reported upon by Ernst & Young LLP or other independent certified public accountants of nationally recognized standing who are reasonably acceptable to the Administrative Agent and Requisite Lenders (whose opinion shall not be limited as to scope or qualified as to going concern status or contain any other material qualifications or exceptions), accompanied by an unaudited consolidating balance sheet of the Borrower and its Subsidiaries as of the end of such Fiscal Year and an unaudited consolidating statement of income for such Fiscal Year, certified by a Responsible Officer of the Borrower’s Accountant and accompanied by any management letter delivered by the Borrower’s Accountant; , together with (iia) a written discussion and analysis by the management of the Borrower of the Borrower’s business and operations at the end financial statements furnished in respect of such Fiscal Year with respect annual fiscal period, (b) a certificate signed by a Responsible Officer of the Borrower, in form satisfactory to the matters set forth in clause (b)(ii) above; (iii) a report certified by Administrative Agent and the Borrower addressing the extent to which the Project Facility Performance Targets have been achieved; and (iv) a report from the Borrower’s AccountantLenders, including (A) for each such Fiscal Year, certifying stating that it has no knowledge that an Event of Default or Potential Default has occurred and is continuing or ifor, any Event if in the opinion of Default or Potential such officer, a Default has occurred and is continuing, a statement as to stating the nature thereof and period the action that the Borrower proposes to take with respect thereto, and (c) a Compliance Certificate demonstrating compliance with all financial covenants contained herein as of existence thereof; (B) for each the end of such Fiscal Year that includes all or a portion of and including the Construction Period, the aggregate amount of Equity Contributions and the aggregate amount of Advances applied other information required to pay Project Costs; and (C) for each such Fiscal Year that includes all or a portion of the Operating Period, a comparison between such annual Financial Statements and the projections for such Fiscal Year contained in the Operating Forecast, and a certification that it has no knowledge that the Borrower was not, and is not, in compliance with Section 6.33 or, if such non-compliance has occurred a statement as to the nature thereof;be included therein.

Annual Financial Statements and Reports. As soon as available, but in any event not later than ninety (90) days after the end of each Fiscal Year, commencing with the first Fiscal Year ending on or after the Financial Closing Date: (i) Audited annual Financial Statements of the Borrower as at of the end of such Fiscal Year, audited certified by the Borrower’s 's Accountant and accompanied by any management letter delivered by the Borrower’s 's Accountant; (ii) a discussion and analysis by the management of the Borrower of the Borrower’s 's business and operations at the end of such Fiscal Year with respect to the matters set forth in clause (b)(iib)(vi) above; (iii) a report certified by the Borrower addressing the extent to which the Project Facility Performance Targets have been achieved; and (iv) a report from the Borrower’s 's Accountant, including (A) certifying that, for each such Fiscal Year, certifying that it has no knowledge that an Event of Default or Potential Default has occurred and is continuing or if, any Event of Default or Potential Default has occurred and is continuing, a statement as to the nature and period of existence thereof; ; (Biv) for each such Fiscal Year that includes all or a portion report by a Financial Officer of the Construction Period, the aggregate amount of Equity Contributions and the aggregate amount of Advances applied to pay Project Costs; and (C) Borrower for each such Fiscal Year that includes all or a portion of the Operating Period, which report shall contain a comparison between such annual Financial Statements and the projections for such Fiscal Year contained in the Operating Forecast, and a certification that it has no knowledge that the Borrower was not, and is not, in compliance ; and (v) with Section 6.33 or, if such non-compliance has occurred a statement as respect to the nature thereof;Sponsor if any portion of the Fiscal Year is prior to the Project Completion Date, audited annual Financial Statements of the Sponsor prepared in accordance with GAAP certified by a Financial Officer of the Sponsor as having been prepared in accordance with GAAP (except for changes with which the Sponsor's Accountant concurs) on a consistent basis and as fairly presenting in all material respects the financial condition of the Sponsor as of the date thereof and the results of operations and cash flows of the Sponsor for the period presented.

Annual Financial Statements and Reports. As Furnish to the Administrative Agent and each Lender, as soon as available, but available and in any event not later than ninety by the earlier of (90a) the date that is ninety-five (95) days after the end of each Fiscal YearYear of the Domestic Borrower, commencing with or (b) the first Fiscal Year ending on or date that is five (5) days after the Financial Closing Date: (i) Financial Statements date that the following are required to be furnished to the Commission: a consolidated balance sheet of the Domestic Borrower and its Subsidiaries as at of the end of such Fiscal Year and the related consolidated statements of income, shareholders' equity and cash flows of the Domestic Borrower and its Subsidiaries for such Fiscal Year, audited and reported upon, without qualification, by KPMG LLP or other independent public accountants acceptable to Requisite Lenders in their sole discretion, certified by a Responsible Officer of the Domestic Borrower’s Accountant and accompanied by any management letter delivered by the Borrower’s Accountant; , together with (iia) a supporting consolidating balance sheet of the Domestic Borrower and its Subsidiaries as of the end of such Fiscal Year and the related supporting consolidating statements of income, shareholders' equity and cash flow of the Domestic Borrower and its Subsidiaries for such Fiscal Year, (b) a written discussion and analysis by the management of the Domestic Borrower of the Borrower’s business and operations at the end financial statements furnished in respect of such Fiscal Year with respect annual fiscal period, and (c) a certificate of a Responsible Officer of the Domestic Borrower, in form satisfactory to the matters set forth in clause Administrative Agent and the Lenders, (b)(ii1) above; (iii) a report certified by the Borrower addressing the extent to which the Project Facility Performance Targets have been achieved; and (iv) a report from the Borrower’s Accountant, including (A) for each such Fiscal Year, certifying stating that it has no knowledge that an Event of Default or Potential Default has occurred and is continuing or ifor, any Event if in the opinion of Default or Potential such officer, a Default has 63 occurred and is continuing, a statement as to stating the nature thereof and period the action that the Domestic Borrower proposes to take with respect thereto, and (2) setting forth computations demonstrating compliance with all financial covenants contained herein as of existence thereof; (B) for each the end of such Fiscal Year that includes all or a portion of the Construction Period, the aggregate amount of Equity Contributions and the aggregate amount of Advances applied to pay Project Costs; and (C) for each such Fiscal Year that includes all or a portion of the Operating Period, a comparison between such annual Financial Statements and the projections for such Fiscal Year contained in the Operating Forecast, and a certification that it has no knowledge that the Borrower was not, and is not, in compliance with Section 6.33 or, if such non-compliance has occurred a statement as to the nature thereof;Year.

Annual Financial Statements and Reports. As soon as available, but in any event not later than ninety (90) within 180 days after the end of each Fiscal Year, commencing with the first Fiscal Year ending on or after the Financial Closing Date: (i) Financial Statements of the Borrower as at the end of such Fiscal Year, audited certified by the Borrower’s Accountant and accompanied by any management letter delivered by the Borrower’s Accountant; (ii) a discussion and analysis by the management of the Borrower of the Borrower’s business and operations at the end of such Fiscal Year with respect to the matters set forth in clause (b)(ii) above;; and (iii) during the Construction Period, a report certified by the Borrower and the Sponsor addressing the extent to which the Project Fab 1 Facility Performance Targets have been achieved; and (iv) a report from the Borrower’s Accountant, including (A) for each such Fiscal Year, certifying that it has no knowledge that an Event of Default or Potential Default has occurred and is continuing or if, any Event of Default or Potential Default has occurred and is continuing, a statement as to the nature and period of existence thereof; (B) for each such Fiscal Year that includes all or a portion of the Construction Period, a comparison between the aggregate amount of actual Debt-to-Equity Contributions Contribution Ratio and the aggregate amount of Advances applied to pay Project CostsDebt-to-Equity Contribution Ratio required by the Loan Documents; and (C) for each such Fiscal Year that includes all or a portion of the Operating Period, a comparison between such annual Financial Statements and the projections for such Fiscal Year contained in the Operating Forecast, and a certification that it has no knowledge that the Borrower was not, and is not, in compliance with Section 6.33 7.14 (Debt Service Coverage Ratio) or, if such non-compliance has occurred a statement as to the nature thereof;