Common use of Basic Financial Information and Reporting Clause in Contracts

Basic Financial Information and Reporting. (a) The Company will maintain true books and records of account in which full and correct entries will be made of all its business transactions pursuant to a system of accounting established and administered in accordance with generally accepted accounting principles consistently applied (except as noted therein or as disclosed to the recipients thereof), and will set aside on its books all such proper accruals and reserves as shall be required under generally accepted accounting principles consistently applied. (b) So long as an Investor (with its affiliates) shall own not less than two million (2,000,000) shares of Registrable Securities (as adjusted for stock splits and combinations) (a “Major Investor”), as soon as practicable after the end of each fiscal year of the Company, and in any event within one hundred twenty (120) days thereafter, the Company will furnish such Major Investor a balance sheet of the Company, as at the end of such fiscal year, and a statement of income and a statement of cash flows of the Company, for such year, all prepared in accordance with generally accepted accounting principles consistently applied (except as noted therein or as disclosed to the recipients thereof) and setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail. Such financial statements shall be accompanied by a report and opinion thereon by independent public accountants of national standing selected by the Company’s Board of Directors. For purposes of Section 3.1 and 3.2 only, each of X. Xxxx Price Associates, Inc. and Xxxxxxx Sachs Investment Partners Master Fund, L.P. shall be deemed a “Major Investor.” Notwithstanding the foregoing, Biogen shall be deemed a “Major Investor” for purposes of Sections 3.1(b), 3.1(c) and 3.2 only. (c) The Company will furnish to a Major Investor, to the extent requested by such Major Investor, as soon as practicable after the end of the first, second and third quarterly

Basic Financial Information and Reporting. (a) The Company will maintain true books and records of account in which full and correct entries will be made of all its business transactions pursuant to a system of accounting established and administered in accordance with generally accepted accounting principles consistently applied (except as noted therein or as disclosed to the recipients thereof)applied, and will set aside on its books all such proper accruals and reserves as shall be required under generally accepted accounting principles consistently applied. (b) So long as an Investor (with its affiliates) shall own not less than two million (2,000,000) shares of Registrable Securities (as adjusted for stock splits and combinations) (a “Major Investor”), as As soon as practicable after the end of each fiscal year of the Company, and in any event within one hundred twenty (120) days thereafter, the Company will furnish such Major each Investor that holds a minimum of 25,000 Shares with a consolidated balance sheet of the Company, as at the end of such fiscal year, and a consolidated statement of income and a consolidated statement of cash flows of the Company, for such year, all prepared in accordance with generally accepted accounting principles consistently applied (except as noted therein or as disclosed to the recipients thereof) and setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail. Such financial statements shall be accompanied by a report and opinion thereon by independent public accountants of national standing selected by the Company’s 's Board of Directors. For purposes of Section 3.1 and 3.2 only, each of X. Xxxx Price Associates, Inc. and Xxxxxxx Sachs Investment Partners Master Fund, L.P. shall be deemed a “Major Investor.” Notwithstanding the foregoing, Biogen shall be deemed a “Major Investor” for purposes of Sections 3.1(b), 3.1(c) and 3.2 only. (c) The Company will furnish to each holder of a minimum of 100,000 Shares (a "Major Investor") (i) within thirty (30) days after Board approval, to the extent requested by such Major Investor, annual operating plan for the next fiscal year; and (ii) as soon as practicable after the end of each month, and in any event within forty-five (45) days thereafter, a consolidated balance sheet of the firstCompany as of the end of each such month, second and third quarterlya consolidated statement of income and a consolidated statement of cash flows of the Company for such month and for the current fiscal year to date, prepared in accordance with generally accepted accounting principles consistently applied and each of which shall indicate the variance from the operating plan, with the exception that no notes need be attached to such statements and year-end audit adjustments may not have been made.

Basic Financial Information and Reporting. (a) The Company will maintain true books and records of account in which full and correct entries will be made of all its business transactions pursuant to a system of accounting established and administered in accordance with generally accepted accounting principles consistently applied (except as noted therein or as disclosed to the recipients thereoftherein), and will set aside on its books all such proper accruals and reserves as shall be required under generally accepted accounting principles consistently applied. (b) So long as To the extent requested by an Investor (that, collectively with its affiliatesAffiliates, (i) shall own not less than two million (2,000,000) owns at least 250,000 shares of Registrable Securities (as adjusted for stock splits and combinations) and (ii) has purchased at least $8,000,000 in shares of Investor Preferred (a “Major Investor”), as soon as practicable after the end of each fiscal year of the Company, and in any event within one hundred twenty (120) days thereafter, the Company will furnish such Major Investor a balance sheet of the Company, as at the end of such fiscal year, and a statement of income and a statement of cash flows of the Company, for such year, all prepared in accordance with generally accepted accounting principles consistently applied (except as noted therein or as disclosed to the recipients thereoftherein) and setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail. Such financial statements shall be unaudited; provided, however, that the Company’s Board of Directors may decide that any such statements be accompanied by a report and opinion thereon by independent public accountants of national standing selected by the Company’s Board of Directors. For purposes of Section 3.1 and 3.2 only, each of X. Xxxx Price Associates, Inc. and Xxxxxxx Sachs Investment Partners Master Fund, L.P. shall be deemed a “Major Investor.” Notwithstanding the foregoing, Biogen shall be deemed a “Major Investor” for purposes of Sections 3.1(b), 3.1(c) and 3.2 only. (c) The Company will furnish shall deliver to each Investor that has a Major Investorright to designate a member of the Company’s Board of Directors pursuant to Section 1.2 of the Amended and Restated Voting Agreement by and among the Company, the Key Holders, and the Investors named therein, dated as of the date hereof, as may be amended and/or restated from time to time copies of any other financial information that is prepared for and presented to the extent requested by Company’s Board of Directors upon the request of such Major Investor, as soon as practicable after the end of the first, second and third quarterly.

Basic Financial Information and Reporting. (a) The Company will maintain true books and records of account in which full and correct entries will be made of all its business transactions pursuant to a system of accounting established and administered in accordance with generally accepted accounting principles consistently applied (except as noted therein or as disclosed to the recipients thereof)applied, and will set aside on its books all such proper accruals and reserves as shall be required under generally accepted accounting principles consistently applied. (b) So long as an Investor (together with its affiliatesaffiliates or other investment companies with a common investment adviser) shall own not less than two million one hundred thousand (2,000,000100,000) shares of Registrable Securities (as adjusted for stock splits splits, stock dividends, recapitalizations and combinationsthe like) (a “Major Investor”"MAJOR INVESTOR"), as soon as practicable after the end of each fiscal year of the Company, and in any event within one hundred twenty (120) days thereafter, the Company will furnish each such Major Investor a an audited consolidated balance sheet of the Company, as at the end of such fiscal year, and a an audited consolidated statement of income and a an audited consolidated statement of cash flows of the Company, for such year, all prepared in accordance with generally accepted accounting principles consistently applied (except as noted therein or as disclosed to the recipients thereof) and setting forth in each case case, in comparative form form, the figures for the previous fiscal year, all in reasonable detail. Such After completion of such financial statements, Investors (other than Major Investors) will be provided a copy of such yearly audited financial statements shall be accompanied by a report and opinion thereon by independent public accountants of national standing selected by the Company’s Board of Directors. For purposes of Section 3.1 and 3.2 only, each of X. Xxxx Price Associates, Inc. and Xxxxxxx Sachs Investment Partners Master Fund, L.P. shall be deemed a “Major Investor.” Notwithstanding the foregoing, Biogen shall be deemed a “Major Investor” for purposes of Sections 3.1(b), 3.1(c) and 3.2 onlyupon request. (c) The Company will furnish to a Major Investor, to the extent requested by such each Major Investor, as soon as practicable after the end of the first, second and third quarterlyquarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) days thereafter, an unaudited consolidated balance sheet of the Company as of the end of each such quarterly period, an unaudited consolidated statement of income and an unaudited consolidated statement of cash flows of the

Basic Financial Information and Reporting. (a) The Company will maintain true books and records of account in which full and correct entries will be made of all its business transactions pursuant to a system of accounting established and administered in accordance with generally accepted accounting principles consistently applied (except as noted therein or as disclosed to the recipients thereof)applied, and will set aside on its books all such proper accruals and reserves as shall be required under generally accepted accounting principles consistently applied. (b) So long as an Investor a holder (together with its affiliates) shall own not less than two million hundred fifty thousand (2,000,000250,000) shares of Registrable Securities (as adjusted for stock splits splits, combinations and combinationslike) (a “Major Investor”), the Company as soon as practicable after the end of each such fiscal year of the Company, and in any event within one hundred twenty (120) days thereafter, the Company will furnish such each Major Investor a balance sheet of the Company, as at the end of such fiscal year, and a statement of income and a statement of cash flows of the Company, for such year, all prepared in accordance with generally accepted accounting principles consistently applied (except as noted therein or as disclosed to the recipients thereof) and setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail. Such financial statements shall be accompanied by a report and opinion thereon by independent public accountants of national standing selected by the Company’s Board of Directors. For purposes of Section 3.1 and 3.2 only, each of X. Xxxx Price Associates, Inc. and Xxxxxxx Sachs Investment Partners Master Fund, L.P. shall be deemed a “Major Investor.” Notwithstanding the foregoing, Biogen shall be deemed a “Major Investor” for purposes of Sections 3.1(b), 3.1(c) and 3.2 only. (c) The Company will furnish to a Major Investor, to the extent requested by such each Major Investor, as soon as practicable after the end of the first, second and third quarterlyquarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) days thereafter, a balance sheet of the Company as of the end of each such quarterly period, and a statement of income and a statement of cash flows of the Company for such period and for the current fiscal year to date, prepared in accordance with generally accepted accounting principles, with the exception that no notes need be attached to such statements and year-end audit adjustments may not have been made.

Basic Financial Information and Reporting. (a) The Company will maintain true books and records of account in which full and correct entries will be made of all its business transactions pursuant to a system of accounting established and administered in accordance with generally accepted accounting principles consistently applied (except as noted therein or as disclosed to the recipients thereoftherein), and will set aside on its books all such proper accruals and reserves as shall be required under generally accepted accounting principles consistently applied. (b) So long as To the extent requested by an Investor (with its affiliates) shall own not less than two million (2,000,000) shares of Registrable Securities (as adjusted for stock splits and combinations) (a “Major Investor”), as soon as practicable after the end of each fiscal year of the Company, and in any event within one hundred twenty (120) days thereafter, the Company will furnish such Major Investor a balance sheet of the Company, as at the end of such fiscal year, and a statement of income and a statement of cash flows of the Company, for such year, all prepared in accordance with generally accepted accounting principles consistently applied (except as noted therein or as disclosed to the recipients thereoftherein) and setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail. Such financial statements shall be accompanied by a report and opinion thereon by independent public accountants of national standing selected by the Company’s Board of Directors. For purposes of Section 3.1 and 3.2 only, each of X. Xxxx Price Associates, Inc. and Xxxxxxx Sachs Investment Partners Master Fund, L.P. shall be deemed a “Major Investor.” Notwithstanding the foregoing, Biogen shall be deemed a “Major Investor” for purposes of Sections 3.1(b), 3.1(c) and 3.2 only. (c) The Company will furnish to a Major Investor, to To the extent requested by an investor, the Company will furnish such Major Investor, as soon as practicable after the end of the first, second and third quarterlyquarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) days thereafter, a balance sheet of the Company as of the end of each such quarterly period, and a statement of income and a statement of cash flows of the Company for such period and for the current fiscal year to date, prepared in accordance with generally accepted accounting principles consistently applied (except as noted therein), with the exception that no notes need be attached to such statements and year-end audit adjustments may not have been made. (d) So long as an Investor (with its affiliates) shall own not less than five hundred thousand (500,000) shares of Registrable Securities (as adjusted for stock splits and combinations) (a “Major Investor”), to the extent requested by such Major Investor the Company will furnish each such Major Investor: (i) at least thirty (30) days prior to the beginning of each fiscal year an annual budget and operating plans for such fiscal year (and as soon as available, any subsequent written revisions thereto); and (ii) as soon as practicable after the end of each month, and in any event within twenty (20) days thereafter, a balance sheet of the Company as of the end of each such month, and a statement of income and a statement of cash flows of the Company for such month and for the current fiscal year to date, including a comparison to plan figures for such period, prepared in accordance with generally accepted accounting principles consistently applied (except as noted thereon), with the exception that no notes need be attached to such statements and year-end audit adjustments may not have been made.

Basic Financial Information and Reporting. (a) The Company will maintain true books and records of account in which full and correct entries will be made of all its business transactions pursuant to a system of accounting established and administered in accordance with generally accepted accounting principles consistently applied (except as noted therein or as disclosed to the recipients thereof), and will set aside on its books all such proper accruals and reserves as shall be required under generally accepted accounting principles consistently applied. (b) So long as an a Investor (with its affiliates) shall own not less than two million five hundred thousand (2,000,000500,000) shares of Registrable Securities (as adjusted for stock splits and combinations) (a “Major Investor”), to the extent requested by such Major Investor the Company will furnish each such Major Investor, as soon as practicable after the end of each fiscal year of the Company, and in any event within one hundred twenty (120) days thereafter, the Company will furnish such Major Investor a balance sheet of the Company, as at the end of such fiscal year, and a statement of income and a statement of cash flows of the Company, for such year, all prepared in accordance with generally accepted accounting principles consistently applied (except as noted therein or as disclosed to the recipients thereof) and setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail. Such financial statements shall be accompanied by a report and opinion thereon by independent public accountants of national standing selected by the Company’s Board of Directors. For purposes of Section 3.1 and 3.2 only, each of X. Xxxx Price Associates, Inc. and Xxxxxxx Sachs Investment Partners Master Fund, L.P. shall be deemed a “Major Investor.” Notwithstanding the foregoing, Biogen shall be deemed a “Major Investor” for purposes of Sections 3.1(b), 3.1(c) and 3.2 only. (c) The Company will furnish to To the extent requested by a Major Investor, to the extent requested by Company will furnish such Major Investor, as soon as practicable after the end of the first, second and third quarterlyquarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) days thereafter, a balance sheet of the Company as of the end of each such quarterly period, and a statement of income and a statement of cash flows of the Company for such period and for the current fiscal year to date, prepared in accordance with generally accepted accounting principles consistently applied (except as noted therein or as disclosed to the recipients thereof), with the exception that no notes need be attached to such statements and year-end audit adjustments may not have been made.

Basic Financial Information and Reporting. (a) The Company will maintain true books and records of account in which full and correct entries will be made of all its business transactions pursuant to a system of accounting established and administered in accordance with generally accepted accounting principles consistently applied (except as noted therein or as disclosed to the recipients thereof), and will set aside on its books all such proper accruals and reserves as shall be required under generally accepted accounting principles consistently applied. (b) So long as an Investor (with its affiliates) ), other than Meritech Capital Partners III L.P. (together, with its affiliates, “Meritech”), shall own not less than two five million (2,000,0005,000,000) shares of Registrable Securities (as adjusted for stock splits splits, combinations and combinationsthe like), and, with respect to Meritech, for so long as Meritech shall own not less than one million two hundred fifty thousand (1,250,000) shares of Registrable Securities (as adjusted for stock splits, combinations and the like) (each a “Major Investor”), as soon as practicable after the end of each fiscal year of the Company, and in any event within one hundred twenty (120) days thereafter, the Company will furnish such each Major Investor a an audited balance sheet of the Company, as at the end of such fiscal year, and a an audited statement of income and a an audited statement of cash flows of the Company, for such year, all prepared in accordance with generally accepted accounting principles consistently applied (except as noted therein or as disclosed to the recipients thereof) and setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail. Such financial statements shall be accompanied by a report and opinion thereon by independent public accountants of national standing selected by the Company’s Board of Directors. For purposes of Section 3.1 and 3.2 only, each of X. Xxxx Price Associates, Inc. and Xxxxxxx Sachs Investment Partners Master Fund, L.P. shall be deemed a “Major Investor.” Notwithstanding the foregoing, Biogen shall be deemed a “Major Investor” for purposes of Sections 3.1(b), 3.1(c) and 3.2 only. (c) The Company will furnish to a Major Investor, to the extent requested by such each Major Investor, as soon as practicable after the end of the first, second and third quarterlyquarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) days thereafter, a balance sheet of the Company as of the end of each such quarterly period, and a statement of income and a statement of cash flows of the Company for such period and for the current fiscal year to date, prepared in accordance with generally accepted accounting principles consistently applied (except as noted therein or as disclosed to the recipients thereof), with the exception that no notes need be attached to such statements and year-end audit adjustments may not have been made. (d) The Company will furnish each Major Investor: (i) at least thirty (30) days prior to the beginning of each fiscal year an annual budget and operating plans for such fiscal year (and as soon as available, any subsequent written revisions thereto); and (ii) as soon as practicable after the end of each month, and in any event within twenty (20) days thereafter, a balance sheet of the Company as of the end of each such month, and a statement of income and a statement of cash flows of the Company for such month and for the current fiscal year to date, including a comparison to plan figures for such period, prepared in accordance with generally accepted accounting principles consistently applied (except as noted thereon), with the exception that no notes need be attached to such statements and year-end audit adjustments may not have been made.