Common use of Annual Statements Clause in Contracts

Annual Statements. No later than one hundred and twenty (120) days after the end of each Fiscal Year, the consolidated and consolidating balance sheet of Holdings and its Subsidiaries as of the end of such year and the prior year in comparative form, and related statements of operations, shareholders' equity, and cash flows for the Fiscal Year and the prior Fiscal Year in comparative form. The financial statements shall be in reasonable detail with appropriate notes and be prepared in accordance with Generally Accepted Accounting Principles. The consolidated annual financial statements shall be certified (without any qualification or exception) by independent certified public accountants of nationally recognized standing reasonably acceptable to First Union. Such financial statements shall be accompanied by a report of such independent certified public accountants stating that, in the opinion of such accountants, such financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings and its Subsidiaries for the period then ended in conformity with Generally Accepted Accounting Principles, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower shall, promptly upon receipt thereof, furnish to the Banks a copy of each other report submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of any Borrower.

Annual Statements. No later than one hundred and twenty ninety (12090) days after the end of each Fiscal Year, the consolidated and consolidating balance sheet of Holdings ePlus inc. and its Subsidiaries as of the end of such year and the prior year in comparative form, and related statements of operations, shareholders' equity, and cash flows for the Fiscal Year and the prior Fiscal Year in comparative form. The financial statements shall be in reasonable detail with appropriate notes and be prepared in accordance with Generally Accepted Accounting Principles. The consolidated annual financial statements shall be certified (without any qualification or exception) by independent certified public accountants of nationally recognized standing reasonably acceptable to First Unionthe Administrative Agent. Such financial statements shall be accompanied by a report of such independent certified public accountants stating that, in the opinion of such accountants, such financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings ePlus inc. and its Subsidiaries for the period then ended in conformity with Generally Accepted Accounting Principles, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower shall, promptly upon receipt thereof, furnish to the Banks a copy of each other report submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of any Borrower.

Annual Statements. No later than one hundred and twenty ninety (12090) days after the end of each Fiscal Year, the consolidated and consolidating balance sheet of Holdings and its Subsidiaries the Xxxxxx Companies as of the end of such year and the prior year in comparative form, and related statements of operations, shareholders' equity, equity and cash flows for the such Fiscal Year and the prior Fiscal Year in comparative form. The financial statements shall be in reasonable detail with appropriate notes notes, and shall be prepared in accordance with Generally Accepted Accounting PrinciplesGAAP. The consolidated annual financial statements shall be certified (without any qualification or exception) by KPMG LLP or other independent certified public accountants of nationally recognized standing reasonably acceptable to First Unionthe Lender. Such financial statements shall be accompanied by a report of such independent certified public accountants stating that, in the opinion of such accountants, such financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings and its Subsidiaries the Xxxxxx Companies for the period then ended in conformity with Generally Accepted Accounting PrinciplesGAAP, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each the Borrower shall, promptly upon receipt thereof, furnish to the Banks Lender a copy of the portion of each other report or management letter submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of the Borrower in which the Borrower's accountants give any Borrowercomment critical of the valuation of, or controls or procedures related to, the Collateral.

Annual Statements. No later than Within one hundred and twenty (120) days after the end of each Fiscal Year, the consolidated and consolidating balance sheet of Holdings and its Subsidiaries as expiration of the end first (1st) Operating Year and each Operating Year thereafter, Tenant shall cause an audit of such year and Tenant’s books to be completed by one of the prior year in comparative form“Big Four” firms of certified public accountants, or by any other accounting firm acceptable to Landlord’s chief financial officer, and related statements Tenant shall furnish to Landlord’s comptroller/treasurer a statement duly certified by an authorized officer, partner or employee of operations, shareholders' equity, Tenant and cash flows for the Fiscal Year and the prior Fiscal Year in comparative form. The financial statements shall be by such firm of certified public accountants setting forth in reasonable detail with appropriate notes the Revenues during the Operating Year just concluded, reflecting the basis for the computation of the amount of Percentage Rent due for such Operating Year just concluded, and be prepared certifying that the accounting practices of Tenant, in accordance with Generally Accepted terms of reasonableness and propriety, conform to the Accounting Principles. The consolidated Each such annual financial statements shall be certified (without any qualification or exception) by independent certified public accountants of nationally recognized standing reasonably acceptable to First Union. Such financial statements statement shall be accompanied by the payment from Tenant to Landlord of any Percentage Rent reflected in said statement as being due for such Operating Year. On or before the first (1st) day of each Operating Year commencing with the first (1st) Operating Year, Tenant shall submit to Landlord a report revenue projection for the Premises for such Operating Year to assist Landlord in anticipating the amount of Percentage Rent for such Operating Year. While Tenant shall act in good faith in preparing such projections, Tenant shall in no way be liable for the accuracy of such independent certified public accountants stating that, in the opinion of such accountants, such financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings and its Subsidiaries projections or for the period then ended in conformity with Generally Accepted Accounting Principles, except for inconsistencies any damages incurred by Landlord resulting from changes in accounting principles and methods agreed to Landlord’s reliance on such projections, unless same are occasioned by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default Tenant’s gross negligence or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower shall, promptly upon receipt thereof, furnish to the Banks a copy of each other report submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of any Borrowerwillful misconduct.

Annual Statements. No As soon as available but no later than one hundred and twenty five (120105) days after the end of each Fiscal Yearfiscal year, the consolidated and consolidating a balance sheet of Holdings Borrower and its Subsidiaries as of the end of such year and the prior year in comparative form, and related statements of operations, shareholders' equity, and cash flows for Borrower and its Subsidiaries for the Fiscal Year fiscal year and the prior Fiscal Year fiscal year in comparative form. The financial statements shall be on a consolidated basis and shall include consolidating information. The financial statements shall be in reasonable detail with appropriate notes and be prepared in accordance with Generally Accepted Accounting Principles. The consolidated annual financial statements (other than the consolidating information) shall be certified (without any qualification or exception) by independent certified public accountants of nationally recognized standing reasonably acceptable to First Unionthe Banks and such consolidating information shall be certified by the Executive Vice President and Chief Financial Officer of Borrower. Such financial statements shall be accompanied by a report of such independent certified public accountants accountants, and such consolidating information shall be accompanied by a report of such Executive Vice President and Chief Financial Officer, in each case stating that, in the opinion of such accountantsaccountants or officer, respectively, such financial statements or consolidating information present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings Borrower and its Subsidiaries for the period then ended in conformity with Generally Accepted Accounting Principles, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants or officer and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower shall, promptly upon receipt thereof, furnish to the Banks a copy of each other report submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of any Borrower.subsection

Annual Statements. No later than one hundred and twenty ninety (12090) days after the end of each Fiscal Year, the consolidated and consolidating balance sheet of Holdings and its Subsidiaries the Xxxxxx Companies as of the end of such year and the prior year in comparative form, and related statements of operations, shareholders' equity, ’ equity and cash flows for the such Fiscal Year and the prior Fiscal Year in comparative form. The financial statements shall be in reasonable detail with appropriate notes notes, and shall be prepared in accordance with Generally Accepted Accounting PrinciplesGAAP. The consolidated annual financial statements shall be certified (without any qualification or exception) by KPMG LLP or other independent certified public accountants of nationally recognized standing reasonably acceptable to First Unionthe Lender. Such financial statements shall be accompanied by a report of such independent certified public accountants stating that, in the opinion of such accountants, such financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings and its Subsidiaries the Xxxxxx Companies for the period then ended in conformity with Generally Accepted Accounting PrinciplesGAAP, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each the Borrower shall, promptly upon receipt thereof, furnish to the Banks Lender a copy of the portion of each other report or management letter submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of the Borrower in which the Borrower’s accountants give any Borrowercomment critical of the valuation of, or controls or procedures related to, the Collateral.

Annual Statements. No later than one hundred As soon as available and twenty in any event within One Hundred and Twenty (120) days after the end of each Fiscal Yearfiscal year of Borrower, a copy of the annual audited consolidated and consolidating balance sheet and statements of Holdings income, stockholders equity and its Subsidiaries as of the end of cash flow for such year for Borrower and Press-Loto (the prior year in comparative form"Annual Financials"), and related statements of operations, shareholders' equity, and cash flows for the Fiscal Year and the prior Fiscal Year in comparative form. The containing financial statements shall be for such year certified in reasonable detail with appropriate notes and be prepared in accordance with Generally Accepted Accounting Principles. The consolidated annual financial statements shall be certified (without any qualification or exception) a manner reasonably acceptable to Lender by an independent certified public accountants of nationally recognized standing accountant reasonably acceptable to First Union. Such financial statements shall be Lender and accompanied by a report an opinion thereon of such independent certified public accountants stating thataccountant or Russian equivalent to the effect that the financial statements have been prepared in accordance with GAAP, in the opinion of such accountants, that such financial statements present fairly, in all material respects, fairly the consolidated financial position, condition of Borrower and Press-Loto as of the results date of operations the Annual Financials and the cash flows of Holdings and its Subsidiaries for the period then ended in conformity with Generally Accepted Accounting Principles, except for inconsistencies resulting from changes in accounting principles fiscal year covered thereby and methods agreed to by that the examination of such accountants and specified in connection with such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements Annual Financials has been made in accordance with generally accepted auditing standards standards, and accordingly included examiningaccordingly, on a test basis, evidence supporting includes such tests of the amounts accounting records and disclosures such other auditing procedures as were considered necessary in the financial statements circumstances and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either Borrower's chief financial officer stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an no Event of Default has occurred or Potential Default, or describing each such eventthen exists. In addition to the annual financial statements, each Borrower shall, promptly upon receipt thereof, furnish to the Banks a copy of each other report submitted to By its board of directors by its independent accountants in connection with any annual, interim or special audit made by them delivery of the Annual Financials to Lender, Borrower shall be deemed to represent and warrant that the Annual Financials fairly present the assets, liabilities and financial records condition of Borrower and Press-Loto as of the date thereof and the results of their operations for the particular fiscal year and that there are no omissions from the Annual Financials or other facts or circumstances not reflected in the Annual Financials which are material in accordance with GAAP. The Annual Financials shall be accompanied by a statement from the independent certified public accountants or Russian equivalent that, in making the examination necessary for their report on the Annual Financials for that fiscal year of Borrower they have obtained no knowledge of the occurrence or existence of any BorrowerEvent of Default.

Annual Statements. No later than one hundred and twenty ninety (12090) days after the end of each Fiscal Year, the consolidated and consolidating balance sheet of Holdings and its Subsidiaries the Xxxxxx Companies as of the end of such year and the prior year in comparative form, and related statements of operations, shareholders' ’ equity, and cash flows for the such Fiscal Year and the prior Fiscal Year in comparative form. The financial statements shall be in reasonable detail with appropriate notes notes, and shall be prepared in accordance with Generally Accepted Accounting PrinciplesGAAP. The consolidated annual financial statements shall be certified (without any qualification or exception) by KPMG LLP or other independent certified public accountants of nationally recognized standing reasonably acceptable to First Unionthe Majority Banks. Such financial statements shall be accompanied by a report of such independent certified public accountants stating that, in the opinion of such accountants, such financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings and its Subsidiaries the Xxxxxx Companies for the period then ended in conformity with Generally Accepted Accounting PrinciplesGAAP, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. Such annual financial statements shall be accompanied by a Compliance Certificate in the form attached hereto as Exhibit G or such other form as the Administrative Agent shall reasonably request. In addition to the annual financial statements, each the Borrower shall, promptly upon receipt thereof, furnish to the Banks a copy of the portion of each other report or management letter submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of the Borrower in which the Borrower’s accountants give any Borrowercomment critical of the valuation of, or controls or procedures related to, the Collateral.

Annual Statements. No later than one hundred As soon as available and twenty (120) in any event within ----------------- 95 days after the end of each Fiscal Yearfiscal year of the Company, the (i) a consolidated and consolidating balance sheet of Holdings the Company (and its Subsidiaries upon request of the Lenders unaudited statements for the Borrowers and their Restricted Subsidiaries) as of the end of such fiscal year and the prior year in comparative form, and related consolidated statements of operations, shareholderschanges in stockholders' equity, equity and cash flows of the Company (and upon request of the Lenders unaudited statements for the Fiscal Year Borrowers and the prior Fiscal Year their Restricted Subsidiaries) for such fiscal year, setting forth in each case in comparative form. The financial statements shall be form the respective figures as of the end of and for the previous fiscal year, all in reasonable detail with appropriate notes and be prepared in accordance with Generally Accepted Accounting Principles. The consolidated annual financial statements shall be certified (without any qualification or exception) accompanied by an opinion thereon of independent certified public accountants of nationally recognized national standing selected by the Company and reasonably acceptable satisfactory to First Union. Such financial statements the Required Lenders, which opinion shall not be accompanied by a report made in reliance upon the opinion of such any other accountant (except for opinions of other independent certified public accountants stating thatin respect of financial statements of a Person which shall have become a Subsidiary or the assets of which shall have been acquired by the Company or a Subsidiary during such fiscal year), in the opinion of such accountantsshall not contain any qualification as to scope, and shall state that such financial statements present fairly, in all material respects, the financial position, position of the companies being reported on and the their results of operations and the their cash flows of Holdings and its Subsidiaries for the period then ended in conformity with Generally Accepted Accounting PrinciplesGAAP, except for inconsistencies resulting from changes in accounting principles and methods agreed to by that the audit of such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of connection with such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examiningthat such accountants believe such audit provides a reasonable basis for such opinion and (ii) comparable consolidated financial statements of the Company and its Subsidiaries as at the end of and for such fiscal year, on a test basis, evidence supporting the amounts and disclosures prepared in the same manner as such consolidated financial statements of the Company and assessing accompanied by an opinion thereon of independent certified public accountants meeting the accounting principles used requirements therefor, set forth in the foregoing subdivision (b)(i); provided that, the delivery within the time period -------- specified above (or, if later, within five days of timely filing with the Commission) of the Company's Annual Report on Form 10-K (together with the Company's annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) for any fiscal year prepared in compliance with the requirements therefor and significant estimates made, as well as evaluating filed with the overall financial statement presentation. Each financial statement provided under this subsection (a) Commission shall be accompanied deemed to satisfy the requirements of subdivision (i) and (ii) of this Section 6.01(b) for such year so long as such Annual Report contains the applicable opinions and other information required by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower shall, promptly upon receipt thereof, furnish to the Banks a copy of each other report submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of any Borrower.this Section 6.01(b);

Annual Statements. No As soon as available but no later than one hundred and twenty ninety (12090) days after the end of each Fiscal Year, the consolidated and consolidating balance sheet of Holdings and its Subsidiaries AeroCentury as of the end of such year and the prior year in comparative form, and related consolidated and consolidating statements of operationsincome, shareholders' equity, and cash flows for the Fiscal Year and the prior Fiscal Year in comparative formform (except in the case of the balance sheet which shall be only for the current year). The financial statements shall be in reasonable detail with appropriate notes and be prepared in accordance with Generally Accepted Accounting Principles. The consolidated annual financial statements shall be certified (without any qualification or exception) by Xxxxxx Xxxxxxxx LLP or other independent certified public accountants of nationally recognized standing reasonably acceptable to First Unionthe Required Banks. Such financial statements shall be accompanied by a report of such independent certified public accountants stating that, in the opinion of such accountants, such the consolidated financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings and its Subsidiaries AeroCentury for the period then ended in conformity with Generally Accepted Accounting Principles, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each consolidated financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower AeroCentury shall, promptly upon receipt thereof, furnish to the Banks Bank a copy of each other report submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of any BorrowerAeroCentury.

Annual Statements. No later than one hundred As soon as available and twenty (120) in any event within ----------------- 95 days after the end of each Fiscal Yearfiscal year of the Company, the (i) a consolidated and consolidating balance sheet of Holdings the Company (and its Subsidiaries upon request of the Lenders unaudited statements for the Borrowers and their Restricted Subsidiaries) as of the end of such fiscal year and the prior year in comparative form, and related consolidated statements of operations, shareholderschanges in stockholders' equity, equity and cash flows of the Company (and upon request of the Lenders unaudited statements for the Fiscal Year Borrowers and the prior Fiscal Year their Restricted Subsidiaries) for such fiscal year, setting forth in each case in comparative form. The financial statements shall be form the respective figures as of the end of and for the previous fiscal year, all in reasonable detail with appropriate notes and be prepared in accordance with Generally Accepted Accounting Principles. The consolidated annual financial statements shall be certified (without any qualification or exception) accompanied by an opinion thereon of independent certified public accountants of nationally recognized national standing selected by the Company and reasonably acceptable satisfactory to First Union. Such financial statements the Required Lenders, which opinion shall not be accompanied by a report made in reliance upon the opinion of such any other accountant (except for opinions of other independent certified public accountants stating thatin respect of financial statements of a Person which shall have become a Subsidiary or the assets of which shall have been acquired by the Company or a Subsidiary during such fiscal year), in the opinion of such accountantsshall not contain any qualification as to scope, and shall state that such financial statements present fairly, in all material respects, the financial position, position of the companies being reported on and the their results of operations and the their cash flows of Holdings and its Subsidiaries for the period then ended in conformity with Generally Accepted Accounting PrinciplesGAAP, except for inconsistencies resulting from changes in accounting principles and methods agreed to by that the audit of such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of connection with such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examiningthat such accountants believe such audit provides a reasonable basis for such opinion and (ii) comparable consolidated financial statements of the Company and its Subsidiaries as at the end of and for such fiscal year, on a test basis, evidence supporting the amounts and disclosures prepared in the same manner as such consolidated financial statements of the Company and assessing accompanied by an opinion thereon of independent certified public accountants meeting the accounting principles used requirements therefor, set forth in the foregoing subdivision (b)(i); provided that, the -------- delivery within the time period specified above (or, if later, within five days of timely filing with the Commission) of the Company's Annual Report on Form 10-K (together with the Company's annual report to shareholders, if any, prepared pursuant to Rule 14a-3 under the Exchange Act) for any fiscal year prepared in compliance with the requirements therefor and significant estimates made, as well as evaluating filed with the overall financial statement presentation. Each financial statement provided under this subsection (a) Commission shall be accompanied deemed to satisfy the requirements of subdivision (i) and (ii) of this Section 6.01(b) for such year so long as such Annual Report contains the applicable opinions and other information required by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower shall, promptly upon receipt thereof, furnish to the Banks a copy of each other report submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of any Borrower.this Section 6.01(b);

Annual Statements. No As soon as available but no later than one hundred and twenty ninety (12090) days after the end of each Fiscal Year, the consolidated and consolidating balance sheet of Holdings and its Subsidiaries AeroCentury as of the end of such year and the prior year in comparative form, and related statements of operationsincome, shareholders' equity, and cash flows for the Fiscal Year and the prior Fiscal Year in comparative form. The financial statements shall be in reasonable detail with appropriate notes and be prepared in accordance with Generally Accepted Accounting Principles. The consolidated annual financial statements shall be certified (without any qualification or exception) by Xxxxxx Xxxxxxxx LLP or other independent certified public accountants of nationally recognized standing reasonably acceptable to First Unionthe Required Banks. Such financial statements shall be accompanied by a report of such independent certified public accountants stating that, in the opinion of such accountants, such financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings and its Subsidiaries AeroCentury for the period then ended in conformity with Generally Accepted Accounting Principles, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower AeroCentury shall, promptly upon receipt thereof, furnish to the Banks Bank a copy of each other report submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of any BorrowerAeroCentury.

Annual Statements. No later than one hundred and twenty (120) days after the end of each Fiscal Yearfiscal year, the consolidated and consolidating its balance sheet of Holdings and its Subsidiaries as of the end of such year and the prior year in comparative form, and related statements of operations, shareholders' equity, and cash flows for the Fiscal Year and the prior Fiscal Year in comparative form. The financial statements shall be in reasonable detail with appropriate notes and be prepared in accordance with Generally Accepted Accounting Principles. The consolidated annual financial statements shall be certified (without any qualification or exception) by independent certified public accountants of nationally recognized standing reasonably acceptable to First Unionthe Bank. Such financial statements shall be accompanied by a report of such independent certified public accountants stating that, in the opinion of such accountants, such financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings and its Subsidiaries Jevic for the period then ended in conformity with Generally Accepted Accounting Principles, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower Jevic shall, promptly upon receipt thereof, furnish to the Banks Bank a copy of each other report submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of any BorrowerJevic.

Annual Statements. No As soon as available but no later than one hundred and twenty ninety (12090) days after the end of each Fiscal Yearfiscal year, the consolidated and consolidating a balance sheet of Holdings the Borrower and its Subsidiaries as of the end of such year and the prior year in comparative form, and related statements of operations, shareholders' equity, and cash flows for the Fiscal Year Borrower for the fiscal year and the prior Fiscal Year fiscal year in comparative form. The financial statements shall be on a consolidated basis and shall include consolidating information. The financial statements shall be in reasonable detail with appropriate notes and be prepared in accordance with Generally Accepted Accounting Principles. The consolidated annual financial statements (other than the consolidating information) shall be certified (without any qualification or exception) by independent certified public accountants of nationally recognized standing reasonably acceptable to First Unionthe Bank and such consolidating information shall be certified by the chief financial officer, treasurer or controller of Borrower. Such financial Financial statements shall be accompanied by a report of such independent certified public accountants accountants, and such consolidating information shall be accompanied by a report of such chief financial officer, treasurer or controller, in each case stating that, in the opinion of such accountantsaccountants or officer, respectively, such financial statements or consolidating information present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings the Borrower and its Subsidiaries for the period then ended in conformity with Generally Accepted Accounting Principles, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants or officer and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower shall, promptly upon receipt thereof, furnish to the Banks Bank a copy of each other report submitted to its the board of directors of Borrower by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of any the Borrower.

Annual Statements. No later than one hundred and twenty Within ninety (12090) days after the end of each Fiscal Yearfiscal year, the a detailed audited financial report of Borrower containing a consolidated and consolidating balance sheet of Holdings and its Subsidiaries as of at the end of such year that period and the prior year in comparative form, a consolidated and related statements consolidating income statement and statement of operations, shareholders' equity, and cash flows for the Fiscal Year and the prior Fiscal Year that period, setting forth in comparative form. The financial statements shall be in reasonable detail form the figures for the preceding fiscal year, together with appropriate notes all supporting schedules and be prepared in accordance with Generally Accepted Accounting Principles. The consolidated annual financial statements shall be certified (without any qualification or exception) footnotes, and audited by independent certified public accountants of nationally recognized standing reasonably acceptable to First UnionBank. Such financial statements Borrower shall be accompanied by a report of obtain, if available, such written acknowledgments from Borrower’s independent certified public accountants stating as Bank may require permitting Bank to rely on such annual financial statements. Any management letter, supplemental letter, or other document accompanying the report will also be provided to Bank. In addition, promptly upon receipt, one copy of each written report submitted to Borrower by independent accountants for any other annual, quarterly or special audit will be provided to Bank; (d) No Default Certificates. Together with each report required by Subsections and , a compliance certificate in form satisfactory to Bank and a certificate of its president or chief financial officer that no Default then exists or if a Default exists, the nature and duration thereof and Borrower’s intention with respect thereto, and in addition, shall cause Borrower’s independent auditors (if applicable) to submit to Bank, together with its audit report, a statement that, in the opinion course of such accountantsaudit, it discovered no circumstances which it believes would result in a Default or if it discovered any such financial statements present fairly, in all material respectscircumstances, the financial position, nature and the results of operations and the cash flows of Holdings and its Subsidiaries for the period then ended in conformity with Generally Accepted Accounting Principles, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentationduration thereof; (e) Auditor’s Management Letters. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower shall, promptly Promptly upon receipt thereof, furnish to the Banks a copy copies of each other report submitted to its board of directors Borrower by its independent public accountants in connection with any annual, interim or special audit made by them of the financial records books of Borrower including, without limitation, each report submitted to Borrower concerning its accounting practices and systems and any final comment letter submitted by such accountants to management in connection with the annual audit of Borrower.; (f)

Annual Statements. No later than one hundred and twenty (120) days after the end of each Fiscal Year, the consolidated and consolidating balance sheet of Holdings and its Subsidiaries Xxxxxx as of the end of such year and the prior year in comparative form, and related statements of operations, shareholders' equity, and cash flows for the Fiscal Year and the prior Fiscal Year in comparative form. The financial statements shall be in reasonable detail with appropriate notes and be prepared in accordance with Generally Accepted Accounting PrinciplesGAAP. The consolidated annual financial statements shall be certified (without any qualification or exception) by KPMG Peat Marwick LLP or other independent certified public accountants of nationally recognized standing reasonably acceptable to First Unionthe Required Banks. Such financial statements shall be accompanied by a report of such independent certified public accountants stating that, in the opinion of such accountants, such financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings and its Subsidiaries Xxxxxx for the period then ended in conformity with Generally Accepted Accounting PrinciplesGAAP, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In n addition to the annual financial statements, each Borrower Xxxxxx shall, promptly upon receipt thereof, furnish to the Banks a copy copies of each other report submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of any BorrowerXxxxxx.

Annual Statements. No later than As soon as available and in any event within one hundred and twenty (120) days after the end of each Fiscal Year, the consolidated and consolidating balance sheet of Holdings the Parent and its Subsidiaries as of the end of such year and the prior year in comparative form, and related statements of operations, shareholders' ’ equity, and cash flows for the Fiscal Year and the prior Fiscal Year in comparative form. The financial statements shall be in reasonable detail with appropriate notes and be prepared in accordance with Generally Accepted Accounting PrinciplesGAAP. The consolidated annual financial statements shall be certified (without any qualification or exception) by independent certified public accountants of nationally recognized standing reasonably acceptable to First Unionthe Administrative Agent. Such financial statements shall be accompanied by a report of such independent certified public accountants stating that, in the opinion of such accountants, such financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings the Parent and its Subsidiaries for the period then ended in conformity with Generally Accepted Accounting PrinciplesGAAP, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower shall, promptly upon receipt thereof, furnish to the Banks a copy of each other report submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of any Borrower. Delivery to the Administrative Agent and Banks of the Parent’s filed Form 10-K for the applicable Fiscal Quarter shall satisfy the foregoing requirement.

Annual Statements. No later than one hundred and twenty (120) days after the end of each Fiscal Year, the consolidated and consolidating balance sheet of Holdings and its Subsidiaries the Xxxxxx Companies as of the end of such year and the prior year in comparative form, and related statements of operations, shareholders' equity, and cash flows for the Fiscal Year and the prior Fiscal Year in comparative form. The financial statements shall be in reasonable detail with appropriate notes notes, and shall be prepared in accordance with Generally Accepted Accounting PrinciplesGAAP. The consolidated annual financial statements shall be certified (without any qualification or exception) by KPMG Peat Marwick LLP or other independent certified public accountants of nationally recognized standing reasonably acceptable to First Unionthe Majority Banks. Such financial statements shall be accompanied by a report of such independent certified public accountants stating that, in the opinion of such accountants, such financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings and its Subsidiaries the Xxxxxx Companies for the period then ended in conformity with Generally Accepted Accounting PrinciplesGAAP, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower the Borrowers shall, promptly upon receipt thereof, furnish to the Banks a copy of the portion of each other report or management letter submitted to its board of directors by its independent accountants acountants in connection with any annual, interim or special audit made by them of the financial records of the Borrowers in which the Borrowers' accountants give any Borrowercomment critical of the valuation of, or controls or procedures related to, the Collateral.

Annual Statements. No later than one hundred and twenty (120) days after the end of each Fiscal Year, the consolidated and consolidating balance sheet of Holdings and its Subsidiaries Xxxxxx as of the end of such year and the prior year in comparative form, and related statements of operations, shareholders' equity, and cash flows for the Fiscal Year and the prior Fiscal Year in comparative form. The financial statements shall be in reasonable detail with appropriate notes and be prepared in accordance with Generally Accepted Accounting PrinciplesGAAP. The consolidated annual financial statements shall be certified (without any qualification or exception) by KPMG Peat Marwick LLP or other independent certified public accountants of nationally recognized standing reasonably acceptable to First Unionthe Bank. Such financial statements shall be accompanied by a report of such independent certified public accountants stating that, in the opinion of such accountants, such financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings and its Subsidiaries Xxxxxx for the period then ended in conformity with Generally Accepted Accounting PrinciplesGAAP, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower Xxxxxx shall, promptly upon receipt thereof, furnish to the Banks Bank a copy of each other report submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of any BorrowerXxxxxx.

Annual Statements. No later than one hundred and twenty ninety (12090) days after the end of each Fiscal Year, the consolidated and consolidating balance sheet (which consolidating balance sheets may be unaudited and prepared by management of Holdings and its Subsidiaries CLC) of CLC as of the end of such year and the prior year in comparative form, and related statements of operations, shareholders' equity, and cash flows for the Fiscal Year and the prior Fiscal Year in comparative form. The financial statements shall be in reasonable detail with appropriate notes and be prepared in accordance with Generally Accepted Accounting Principles. The consolidated annual financial statements shall be certified (without any qualification or exception) by Xxxxxx Xxxxxxxx & Co. or such other independent certified public accountants of nationally recognized standing reasonably acceptable to First Unionthe Bank. Such financial statements shall be accompanied by a report of such independent certified public accountants stating that, in the opinion of such accountants, such financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings and its Subsidiaries CLC for the period then ended in conformity with Generally Accepted Accounting Principles, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower CLC shall, promptly upon receipt thereof, furnish to the Banks Bank a copy of each other report submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of any BorrowerCLC.

Annual Statements. No later than one hundred and twenty (120) days after the end of each Fiscal Year, the consolidated and consolidating balance sheet of Holdings and its Subsidiaries the Xxxxxx Companies as of the end of such year and the prior year in comparative form, and related statements of operations, shareholders' equity, and cash flows for the such Fiscal Year and the prior Fiscal Year in comparative form. The financial statements shall be in reasonable detail with appropriate notes notes, and shall be prepared in accordance with Generally Accepted Accounting PrinciplesGAAP. The consolidated annual financial statements shall be certified (without any qualification or exception) by KPMG Peat Marwick LLP or other independent certified public accountants of nationally recognized standing reasonably acceptable to First Unionthe Majority Banks. Such financial statements shall be accompanied by a report of such independent certified public accountants stating that, in the opinion of such accountants, such financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings and its Subsidiaries the Xxxxxx Companies for the period then ended in conformity with Generally Accepted Accounting PrinciplesGAAP, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower the Borrowers shall, promptly upon receipt thereof, furnish to the Banks a copy of the portion of each other report or management letter submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of the Borrowers in which the Borrowers' accountants give any Borrowercomment critical of the valuation of, or controls or procedures related to, the Collateral.

Annual Statements. No later than one hundred As soon as practicable, and twenty in any event within ninety (12090) days after the end close of each Fiscal Yearfiscal year of Lessee, the a consolidated and consolidating balance sheet of Holdings Genesis and its Consolidated Subsidiaries as of the end of such fiscal year and the prior year related consolidated statements of, income, cash flows and changes in stockholders' equity for such fiscal year, setting forth in each case in comparative form, and related statements of operations, shareholders' equity, and cash flows form the figures for the Fiscal Year and the prior Fiscal Year in comparative formprevious fiscal year. The financial Such statements shall be in reasonable detail with appropriate notes and be prepared in accordance with Generally Accepted Accounting Principles. The consolidated annual financial statements shall be certified (without any qualification accompanied by an opinion of KPMG Peat Marwick or exception) by independent other certified public accountants of nationally recognized standing reasonably acceptable selected by Lessee and satisfactory to First UnionAgent (the "Independent Accounting Firm"). Such financial statements opinion shall be accompanied by without qualifications that are of "going concern" or like nature or that relate to a report limited scope of examination. Such opinion in any event shall contain a written statement of such independent certified public accountants stating that, in substantially to the opinion of effect that (i) such accountants, accountants examined such financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings and its Subsidiaries for the period then ended in conformity with Generally Accepted Accounting Principles, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examiningmade such tests of accounting records and such other auditing procedures as such accountants considered necessary under the circumstances and (ii) in the opinion of such accountants such financial statements present fairly the financial position of Genesis and its Consolidated Subsidiaries as of the end of such fiscal year and the results of their operations and their cash flows and changes in stockholders' equity for such fiscal year, on a test basis, evidence supporting in conformity with GAAP. Concurrently with the amounts and disclosures in delivery of the financial statements and assessing the accounting principles used and significant estimates madereferred to above in this paragraph, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) Lessee shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower shall, promptly upon receipt thereof, furnish to the Banks Agent, with sufficient counterpart originals for Lessor and each Lender, (1) unaudited statements of income, cash flows and changes in stockholders' equity for each of (x) Genesis and the Restricted Subsidiaries on a copy consolidated basis and (y) the Unrestricted Entities on a consolidated basis, for such fiscal year, (2) and a balance sheet of each other report submitted to its board of directors by its independent accountants (x) Genesis and the Restricted Subsidiaries on a consolidated basis and (y) the Unrestricted Entities on a consolidated basis, all in connection with any annualreasonable detail, interim or special audit made by them setting forth in comparative form the corresponding figures for the preceding year, and (3) a certification, without qualification, of the Independent Accounting Firm of the certificate delivered by Lessee pursuant to Section 5.7(c) as of the last fiscal quarter of such fiscal year. Such unaudited financial records statements shall be certified by a Responsible Officer of any BorrowerGenesis as presenting fairly the financial position of the subject entities as of the end of such fiscal year and the results of their operations and their cash flows and changes in stockholders' equity for such fiscal year, in conformity with GAAP.

Annual Statements. No later than one hundred As soon as available and twenty (120) in any event within 90 days after the end of each Fiscal Yearfiscal year of such Reporting Entity, the consolidated and and, if already prepared by such Reporting Entity or if specifically requested by any Noteholder, consolidating balance sheet sheets of Holdings such Reporting Entity and its Subsidiaries as of the end of such fiscal year and the prior year in comparative form, related consolidated and related (if so prepared or requested) consolidating statements of operations, shareholders' equity, income and cash flows of such Reporting Entity and its Subsidiaries for such fiscal year, setting forth in each case in comparative form the respective figures as of the end of and for the Fiscal Year and the prior Fiscal Year in comparative form. The financial statements shall be previous fiscal year (if applicable), all in reasonable detail with appropriate notes and be (i) in the case of such consolidated financial - statements, prepared in accordance with Generally Accepted Accounting Principles. The consolidated annual financial statements shall be certified (without any qualification or exception) GAAP applied on a basis consistent with prior years and accompanied by an opinion thereon of one of the so- called "Big Six" firms of independent certified public accountants of nationally recognized national standing reasonably acceptable to First Union. Such financial statements selected by such Reporting Entity, which opinion shall be accompanied by a report of such independent certified public accountants stating thatmade without qualification, shall comply with generally accepted auditing standards at the time in the opinion of such accountantseffect, and shall state that such financial statements present fairly, in all material respects, the financial position, position of such Reporting Entity and its consolidated Subsidiaries as at the dates indicated and the results of their operations and the their cash flows of Holdings and its Subsidiaries for the period then ended periods indicated in conformity with Generally Accepted Accounting Principles, GAAP (without reference to any inconsistency of application of accounting principles except for inconsistencies resulting from changes in accounting principles and methods agreed to by application in which such accountants concur and specified that are noted in such report, and that, in the case of such financial statements), that the examination by audit of such accountants of such financial statements has been made was conducted in accordance with generally accepted auditing standards standards, and accordingly included examiningthat such accountants believe such audit provides a reasonable basis for their opinion, on a test basis, evidence supporting the amounts and disclosures (ii) in the case of such -- consolidating statements (if so prepared or requested), certified as complete and correct in all material respects by the chief financial statements officer of such Reporting Entity; provided, however, that so long as (x) -------- ------- the assets of the Company and assessing its Subsidiaries equal or exceed 90% of the accounting principles assets of Holdings and its Subsidiaries and (y) the operating revenue of the Company and its Subsidiaries equals or exceeds 90% of the operating revenue of Holdings and its Subsidiaries, "Reporting Entity" as used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under in this subsection subdivision (ab) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition refer only to the annual financial statements, each Borrower shall, promptly upon receipt thereof, furnish to the Banks a copy of each other report submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of any Borrower.Company;

Annual Statements. No later than one hundred and twenty (120) days after the end of each Fiscal Year, the consolidated and consolidating balance sheet of Holdings and its Subsidiaries Xxxxxx as of the end of such year and the prior year in comparative form, and related statements of operations, shareholders' equity, and cash flows for the Fiscal Year and the prior Fiscal Year in comparative form. The financial statements shall be in reasonable detail with appropriate notes and be prepared in accordance with Generally Accepted Accounting PrinciplesGAAP. The consolidated annual financial statements shall be certified (without any qualification or exception) by KPMG Peat Marwick LLP or other independent certified public accountants of nationally recognized standing reasonably acceptable to First Unionthe Required Banks. Such financial statements shall be accompanied by a report of such independent certified public accountants stating that, in the opinion of such accountants, such financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings and its Subsidiaries Xxxxxx for the period then ended in conformity with Generally Accepted Accounting PrinciplesGAAP, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower Xxxxxx shall, promptly upon receipt thereof, furnish to the Banks a copy copies of each other report submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of any BorrowerXxxxxx.

Annual Statements. No later than one hundred and twenty sixty (12060) days after the end of each Fiscal Year, the consolidated and consolidating balance sheet of Holdings the Parent and its Subsidiaries as of the end of such year and the prior year in comparative form, and related statements of operations, shareholders' equity, and cash flows for the Fiscal Year and the prior Fiscal Year in comparative form. The financial statements shall be in reasonable detail with appropriate notes and be prepared in accordance with Generally Accepted Accounting PrinciplesGAAP. The consolidated annual financial statements shall be certified (without any qualification or exception) by independent certified public accountants of nationally recognized standing reasonably acceptable to First Unionthe Administrative Agent. Such financial statements shall be accompanied by a report of such independent certified public accountants stating that, in the opinion of such accountants, such financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings the Parent and its Subsidiaries for the period then ended in conformity with Generally Accepted Accounting PrinciplesGAAP, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower shall, promptly upon receipt thereof, furnish to the Banks a copy of each other report submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of any Borrower.

Annual Statements. No As soon as available but no later than one hundred and twenty ninety (12090) days after the end of each Fiscal Year, the consolidated and consolidating balance sheet of Holdings and its Subsidiaries AeroCentury as of the end of such year and the prior year in comparative form, and related consolidated and consolidating statements of operationsincome, shareholders' equity, and cash flows for the Fiscal Year and the prior Fiscal Year in comparative formform (except in the case of the balance sheet which shall be only for the current year). The financial statements shall be in reasonable detail with appropriate notes and be prepared in accordance with Generally Accepted Accounting Principles. The consolidated annual financial statements shall be certified (without any qualification or exception) by BDO Sxxxxxx, LLP or other independent certified public accountants of nationally recognized standing reasonably acceptable to First Unionthe Required Banks. Such financial statements shall be accompanied by a report of such independent certified public accountants stating that, in the opinion of such accountants, such the consolidated financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings and its Subsidiaries AeroCentury for the period then ended in conformity with Generally Accepted Accounting Principles, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower AeroCentury shall, promptly upon receipt thereof, furnish to the Banks Bank a copy of each other report submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of any BorrowerAeroCentury. The timely filing of AeroCentury’s Annual Report on Form 10-KSB with the SEC over the EXXXX system shall be deemed to satisfy this covenant in respect of the consolidated financials.

Annual Statements. No later than one hundred and twenty ninety (12090) days after the end of each Fiscal Year, the consolidated and consolidating balance sheet of Holdings and its Subsidiaries the Xxxxxx Companies as of the end of such year and the prior year in comparative form, and related statements of operations, shareholders' ’ equity, and cash flows for the such Fiscal Year and the prior Fiscal Year in comparative form. The financial statements shall be in reasonable detail with appropriate notes notes, and shall be prepared in accordance with Generally Accepted Accounting PrinciplesGAAP. The consolidated annual financial statements shall be certified (without any qualification or exception) by KPMG LLP or other independent certified public accountants of nationally recognized standing reasonably acceptable to First Unionthe Majority Banks. Such financial statements shall be accompanied by a report of such independent certified public accountants stating that, in the opinion of such accountants, such financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings and its Subsidiaries the Xxxxxx Companies for the period then ended in conformity with Generally Accepted Accounting PrinciplesGAAP, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each the Borrower shall, promptly upon receipt thereof, furnish to the Banks a copy of the portion of each other report or management letter submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of the Borrower in which the Borrower’s accountants give any Borrowercomment critical of the valuation of, or controls or procedures related to, the Collateral.

Annual Statements. No later than one hundred and twenty (120) days after the end of each Fiscal Year, the consolidated and consolidating balance sheet of Holdings and its Subsidiaries the Xxxxxx Companies as of the end of such year and the prior year in comparative form, and related statements of operations, shareholders' equity, and cash flows for the Fiscal Year and the prior Fiscal Year in comparative form. The financial statements shall be in reasonable detail with appropriate notes notes, and shall be prepared in accordance with Generally Accepted Accounting PrinciplesGAAP. The consolidated annual financial statements shall be certified (without any qualification or exception) by KPMG Peat Marwick LLP or other independent certified public accountants of nationally recognized standing reasonably acceptable to First Unionthe Majority Banks. Such financial statements shall be accompanied by a report of such independent certified public accountants stating that, in the opinion of such accountants, such financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings and its Subsidiaries the Xxxxxx Companies for the period then ended in conformity with Generally Accepted Accounting PrinciplesGAAP, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower the Borrowers shall, promptly upon receipt thereof, furnish to the Banks a copy of the portion of each other report or management letter submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of the Borrowers in which the Borrowers' accountants give any Borrowercomment critical of the valuation of, or controls or procedures related to, the Collateral.

Annual Statements. No later than one hundred and twenty (120) days after the end of each Fiscal YearYear or such earlier date as the Hxxx Group, Inc. and its subsidiaries shall file their annual financial statements with the Securities and Exchange Commission, the consolidated and consolidating balance sheet (which consolidating balance sheets may be unaudited and prepared by management) of Holdings the Hxxx Group, Inc. and its Subsidiaries subsidiaries as of the end of such year and the prior year in comparative form, and related statements of operations, shareholders' equity, and cash flows for the Fiscal Year and the prior Fiscal Year in comparative form. The financial statements shall be in reasonable detail with appropriate notes and be prepared in accordance with Generally Accepted Accounting Principles. The consolidated annual financial statements shall be certified (without any qualification or exception) by BDO Sxxxxxx LLP or such other independent certified public accountants of nationally recognized standing reasonably acceptable to First Union. Such financial statements shall be accompanied by a report of such independent certified public accountants stating that, in the opinion of such accountants, such financial statements present fairly, in all material respects, the financial position, and the results of operations and the cash flows of Holdings the Hxxx Group, Inc. and its Subsidiaries subsidiaries for the period then ended in conformity with Generally Accepted Accounting Principles, except for inconsistencies resulting from changes in accounting principles and methods agreed to by such accountants and specified in such report, and that, in the case of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and assessing the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Event of Default or Potential Default, or describing each such event. In addition to the annual financial statements, each Borrower the Hxxx Companies shall, promptly upon receipt thereof, furnish to the Banks a copy copies of each other report submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records of any Borrowerthe Hxxx Group, Inc. and its subsidiaries.

Annual Statements. No later than one hundred On or prior to the date that is three (3) days after the date the Borrower is required by Law to file an annual report on Form 10-K with the Securities and twenty Exchange Commission and in any event within ninety-three (12093) days after the end of each Fiscal Yearfiscal year (or, if the 93rd day after the fiscal quarter end is not a Business Day, then the next Business Day after such 93rd day), an audited consolidated and consolidating balance sheet of Holdings the Credit Parties and its their Subsidiaries as of the end of such fiscal year and the prior year in comparative form, and related audited consolidated statements of operationsincome, shareholders' equity, and cash flows and stockholders' equity for the Fiscal Year Credit Parties and their Subsidiaries for the prior Fiscal Year fiscal year then ended, including the footnotes thereto, in each case setting forth comparative form. The financial statements shall be figures as of the end of and for the preceding fiscal year, all in reasonable detail with appropriate notes and be prepared in accordance with Generally Accepted Accounting Principles. The consolidated annual financial statements shall be certified (without any qualification or exception) by the independent certified public accountants accounting firm regularly retained by the Borrower or another independent certified public accounting firm of nationally recognized national standing reasonably acceptable to First Union. Such financial statements shall be accompanied by the Required Lenders, together with (i) a report thereon by such accountants that is not qualified as to going concern or scope of such independent certified public accountants stating that, in audit and to the opinion of such accountants, effect that such financial statements present fairly, in all material respects, fairly the consolidated financial position, condition and the results of operations of the Credit Parties and their Subsidiaries as of the cash flows of Holdings dates and its Subsidiaries for the period then ended periods indicated in conformity accordance with Generally Accepted Accounting Principles, except for inconsistencies resulting from changes GAAP applied on a basis consistent with that of the preceding year or containing disclosure of the effect on the financial condition or results of operations of any change in the application of accounting principles and methods agreed to practices during such year, and (ii) a report by such accountants and specified in such report, and to the effect that, based on and in the case connection with their examination of such financial statements, the examination by such accountants of such financial statements has been made in accordance with generally accepted auditing standards and accordingly included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements of the Borrower and assessing its Subsidiaries, they obtained no knowledge of the accounting principles used and significant estimates made, as well as evaluating the overall financial statement presentation. Each financial statement provided under this subsection (a) shall be accompanied by a certificate signed by such accountants either stating that during the course occurrence or existence of their examination nothing came to their attention which would cause them to believe that any event has occurred and is continuing which constitutes an Default or Event of Default or Potential Defaultrelating to accounting matters (including, without limitation, any Event of Default resulting from the failure of the Credit Parties to comply with the financial covenants set forth in Section 8.14), or describing each such event. In addition to a statement specifying the annual financial statements, each Borrower shall, promptly upon receipt thereof, furnish to the Banks a copy nature and period of each other report submitted to its board of directors by its independent accountants in connection with any annual, interim or special audit made by them of the financial records existence of any Borrowersuch Default or Event of Default disclosed by their audit.