Common use of Basic Financial Information Clause in Contracts

Basic Financial Information. After the Effective Time, the Company will furnish the following reports to MTI so long as it holds at least 10% of the outstanding Voting Stock: (a) As soon as practicable after the end of each fiscal month, and in any event within 30 days thereafter, a consolidated balance sheet of the Company and consolidated statement of stockholders' equity as of the end of each such fiscal month (including the number of outstanding shares of capital stock of the Company as of the end of such fiscal month), and a consolidated statement of income and a consolidated statement of cash flows of the Company for such fiscal month, prepared in accordance with generally accepted accounting principles, with the exception that no notes need be attached to such statements. In addition, the Company will furnish MTI, upon the reasonable request of MTI to comply with applicable law and the rules of any national stock exchange or national stock market. (b) As soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) days thereafter, the Company will furnish MTI a consolidated balance sheet of the Company and consolidated statement of stockholders' equity as of the end of each such quarterly period, and a consolidated statement of income and a consolidated statement of cash flows of the Company for such period, prepared in accordance with generally accepted accounting principles. (c) As soon as practicable after the end of each fiscal year of the Company, and in any event within ninety (90) days thereafter, the Company will furnish MTI a consolidated balance sheet of the Company and consolidated statement of stockholders' equity, 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. 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.

Basic Financial Information. After the Effective Time, the The Company will furnish the following reports to MTI so long as it holds each Securityholder who owns at least 10% 5,000,000 Company Securities (as presently constituted and subject to subsequent adjustments for stock splits, stock dividends, reverse stock splits, and the like); provided, however, that no Securityholder shall by reason of this Section 3.1 have access to any trade secrets or classified information of the outstanding Voting StockCompany: (ai) As soon as practicable after the end of each fiscal monthyear of the Company, and in any event within 30 one hundred twenty (120) days thereafterafter the end of each fiscal year of the Company, a an audited consolidated balance sheet of the Company and consolidated statement of stockholders' equity its subsidiaries, if any, as of the end of each such fiscal month (including the number of outstanding shares of capital stock of the Company as of at the end of such fiscal month)year, and a audited consolidated statement statements of income and a consolidated statement of cash flows of the Company and its subsidiaries, if any, for such fiscal monthyear, prepared in accordance with U.S. generally accepted accounting principlesprinciples consistently applied, with accompanied by an unqualified report of independent certified public accountants regarding such balance sheet and statements selected by the exception Company, provided, however, that no notes need in lieu of the balance sheet and statements of income and cash flows and a report of independent certified public accountants required to be attached to such statements. In additionfurnished under this Section 3.1(a)(i), the Company will may furnish MTIthe audited consolidated financial statements and accompanying report of independent certified public accountants of Maxygen, upon which audited consolidated financial statements and report of independent certified public accountants shall include or cover, as the reasonable request case may be, the financial results of MTI to comply with applicable law and the rules of any national stock exchange or national stock marketCompany. (bii) As soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) days thereafterafter the end of the first, second, and third quarterly accounting periods in each fiscal year of the Company will furnish MTI a Company, an unaudited consolidated balance sheet of the Company and consolidated statement of stockholders' equity its subsidiaries, if any, as of the end of each such quarterly period, and a unaudited consolidated statement statements of income and a consolidated statement of cash flows of the Company and its subsidiaries, if any, for such period, prepared in accordance with U.S. generally accepted accounting principlesprinciples consistently applied, subject to changes resulting from normal year-end audit adjustments, and certified by the Chief Financial Officer of the Company. (ciii) As soon as practicable after the end of each fiscal year of the Companycalendar month, and in any event within ninety thirty (9030) days thereafterafter the end of each calendar month, the Company will furnish MTI a an unaudited consolidated balance sheet of the Company and consolidated statement of stockholders' equityits subsidiaries, if any, as at of the end of each such fiscal yearmonthly period, and a unaudited consolidated statement statements of income and a consolidated statement of cash flows of the CompanyCompany and its subsidiaries, if any, for such yearperiod, all prepared in accordance with U.S. generally accepted accounting principles consistently applied. Such financial statements shall be accompanied by a report , subject to changes resulting from normal year-end audit adjustments, and opinion thereon by independent public accountants of national standing selected certified by the Chief Financial Officer of the Company's Board . (iv) At least thirty (30) days prior to the beginning of Directorseach fiscal year an annual business plan, including a budget, for such fiscal year.

Basic Financial Information. After The Company shall furnish to each Investor the Effective Time, information set forth in Section 3.1 below and to each Major Investor the Company will furnish the following reports to MTI so long as it holds at least 10% of the outstanding Voting Stockinformation set forth in Sections 3.1-3.1(f) below: (a) As soon as practicable after the end of each fiscal month, and in any event within 30 days thereafter, a consolidated balance sheet of the Company and consolidated statement of stockholders' equity as of the end of each such fiscal month (including the number of outstanding shares of capital stock of the Company as of the end of such fiscal month), and a consolidated statement of income and a consolidated statement of cash flows of the Company for such fiscal month, prepared in accordance with generally accepted accounting principles, with the exception that no notes need be attached to such statements. In addition, the Company will furnish MTI, upon the reasonable request of MTI to comply with applicable law and the rules of any national stock exchange or national stock market. (b) As soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) days thereafter, the Company will furnish MTI a consolidated balance sheet of the Company and consolidated statement of stockholders' equity as of the end of each such quarterly period, and a consolidated statement of income and a consolidated statement of cash flows of the Company for such period, prepared in accordance with generally accepted accounting principles. (c) As soon as practicable after the end of each fiscal year of the Company, and in any event within ninety (90) 180 days thereafterafter the end of each fiscal year, the Company will furnish MTI a consolidated balance sheet of the Company and consolidated statement of stockholders' equityits subsidiaries, if any, as at of the end of such fiscal year, and a consolidated statement statements of income and a consolidated statement of cash flows of the CompanyCompany and its subsidiaries, if any, for such year, and a statement of stockholders’ equity as of the end of such year, all prepared in accordance with generally accepted accounting principles consistently applied. Such financial statements shall be accompanied by a report applied (“GAAP”) and opinion thereon setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and certified by independent public accountants of recognized national standing selected by the Company's Board . (b) As soon as practicable after the end of Directorsthe first, second, and third quarterly accounting periods in each fiscal year of the Company, and in any event within 45 days after the end of each such quarterly period, a consolidated balance sheet of the Company and its subsidiaries, if any, as of the end of each such quarterly period, consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such period and for the current fiscal year to date, and a statement of stockholders’ equity as of the end of such quarterly period, all prepared in accordance with GAAP and setting forth in comparative form the figures for the corresponding periods of the previous fiscal year, all in reasonable detail and certified by the principal financial or accounting officer of the Company, subject to changes resulting from normal year-end audit adjustments, except that such financial statements need not contain the notes required by GAAP. (c) As soon as practicable after the end of each month, and in any event within 30 days after the end of each such monthly period, a consolidated balance sheet of the Company and its subsidiaries, if any, as of the end of each such monthly period and consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such period and for the current fiscal year to date, and a statement of stockholders’ equity as of the end of such monthly period, all prepared in accordance with GAAP and setting forth in comparative form the figures for the corresponding periods of the previous fiscal year, all in reasonable detail and certified by the principal financial or accounting officer of the Company, subject to changes resulting from normal year-end audit adjustments, except that such financial statements need not contain the notes required by GAAP. (d) As soon as available, but in any event not later than 30 days prior to the beginning of each new fiscal year, an operating budget for such fiscal year approved by the Board; (e) As soon as available, a report comparing each annual budget to the financial statements provided in accordance with this Section 3.1; (f) With reasonable promptness, such other notices, information, and data with respect to the Company and its subsidiaries, if any, as the Company delivers to the holders of its Common Stock and such other information and data as a Holder may from time to time reasonably request. The information rights provided under this Section 3.1 shall terminate upon the earlier of: (a) immediately prior to the closing of a Qualified Public Offering, (b) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the Exchange Act or (c) upon a Liquidation Event or Deemed Liquidation Event, as defined in Section IV.C.2 (a) and (c) of the Restated Certificate; provided that in the case of a Liquidation Event or an Asset Sale (as defined in Section IV.C.2(c)(ii) of the Restated Certificate), such termination shall not occur until the distribution in full of proceeds to the Company’s stockholders with respect to such Liquidation Event or Asset Sale in accordance with the Restated Certificate.

Basic Financial Information. After the Effective Time, the The Company will furnish the following reports to MTI so long as it holds each Investor who owns at least 10% 250,000 shares of Preferred Stock or Common Stock of the outstanding Voting Stock:Company (as presently constituted and subject to subsequent adjustments for stock splits, stock dividends, reverse stock splits and the like) (the “Significant Holders”): (ai) As soon as practicable after the end of each fiscal monthyear of the Company, and in any event within 30 one hundred twenty (120) days thereafterafter the end of each fiscal year of the Company, a consolidated balance sheet of the Company and consolidated statement of stockholders' equity its subsidiaries, if any, as of the end of each such fiscal month (including the number of outstanding shares of capital stock of the Company as of at the end of such fiscal month)year, and a consolidated statement statements of income and a consolidated statement of cash flows of the Company and its subsidiaries, if any, for such fiscal monthyear, prepared in accordance with U.S. generally accepted accounting principlesprinciples consistently applied, with certified by the exception that no notes need be attached to such statements. In addition, Chief Financial Officer of the Company will furnish MTI, upon the reasonable request of MTI to comply with applicable law and the rules of any national stock exchange or national stock market.Company; (bii) As soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) days thereafterafter the end of the first, second, and third quarterly accounting periods in each fiscal year of the Company will furnish MTI a Company, an unaudited consolidated balance sheet of the Company and consolidated statement of stockholders' equity its subsidiaries, if any, as of the end of each such quarterly period, and a unaudited consolidated statement statements of income and a consolidated statement of cash flows of the Company and its subsidiaries, if any, for such period, prepared in accordance with U.S. generally accepted accounting principles.principles consistently applied, subject to changes resulting from normal year-end audit adjustments; (ciii) As Beginning on October 1, 2009, as soon as practicable after the end of each monthly accounting period in each fiscal year of the Company, and in any event within thirty (30) days after the end of each monthly accounting period in each fiscal year of the Company, an unaudited consolidated balance sheet of the Company and its subsidiaries, if any, as of the end of each such monthly period, and unaudited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such period, prepared in accordance with U.S. generally accepted accounting principles consistently applied, subject to changes resulting from normal year-end audit adjustments. (iv) As soon as practicable before the beginning of each fiscal year of the Company, and in any event within ninety no later than thirty (9030) days thereafter, before the Company will furnish MTI a consolidated balance sheet beginning of the Company and consolidated statement of stockholders' equity, as at the end of such each fiscal year, and a consolidated statement of income and a consolidated statement of cash flows year of the Company, an annual business plan and budget for such year, all prepared in accordance with generally accepted accounting principles consistently applied. Such financial statements shall be accompanied by a report and opinion thereon by independent public accountants of national standing selected upcoming fiscal year approved by the Company's Board of DirectorsDirectors of the Company.

Basic Financial Information. After The Company will furnish fiscal year business plans and operating budgets to members of the Effective Time, the Company’s Board of Directors. The Company will furnish the following reports to MTI so long as it holds each Holder owning at least 10% 200,000 Shares of the outstanding Voting Preferred Stock: (a) As soon as practicable after the end of each fiscal monthyear of the Company, and in any event within 30 one hundred twenty (120) days thereafter, a an annual budget, an audited consolidated balance sheet of the Company and consolidated statement of stockholders' equity its subsidiaries, if any, as of the end of each such fiscal month (including the number of outstanding shares of capital stock of the Company as of at the end of such fiscal month)year, and a audited consolidated statement statements of income and a consolidated statement of cash flows of the Company and its subsidiaries, if any, for such fiscal monthyear, prepared in accordance with generally accepted accounting principlesprinciples consistently applied and setting forth in each case in comparative form the figures for the previous fiscal year, with all in reasonable detail and certified by independent public accountants of recognized national standing selected by the exception that no notes need be attached to such statements. In addition, the Company will furnish MTI, upon the reasonable request of MTI to comply with applicable law and the rules of any national stock exchange or national stock marketCompany. (b) As soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-five sixty (4560) days thereafter, the Company will furnish MTI a consolidated unaudited balance sheet of the Company and consolidated statement of stockholders' equity its subsidiaries, if any, as of the end of each such quarterly period, and a consolidated statement unaudited statements of income and a consolidated statement of cash flows of the Company and its subsidiaries, if any, for such periodperiod and for the current fiscal year to date, prepared in accordance with generally accepted accounting principles.GAAP consistently applied and setting forth in comparative form the figures for the corresponding periods of the previous fiscal year and to the Company’s operating plan then in effect and approved by its Board of Directors, subject to changes resulting from normal year-end audit adjustments and all in reasonable detail; (c) As soon as practicable after the end of each fiscal year of the Companycalendar month, and in any event within ninety forty-five (9045) days thereafter, the Company will furnish MTI a consolidated balance sheet of the Company and consolidated statement of stockholders' equityits subsidiaries, if any, as at of the end of each such fiscal yearmonthly period, and a consolidated statement statements of income and a consolidated statement of cash flows of the Company, Company and its subsidiaries for such yearperiod and for the current fiscal year to date, all prepared in accordance with generally accepted accounting principles consistently applied. Such financial statements shall be accompanied by a report applied and opinion thereon by independent public accountants setting forth in comparative form the figures for the corresponding periods of national standing selected by the previous fiscal year and to the Company's ’s operating plan then in effect and approved by its Board of Directors, subject to changes resulting from normal year-end audit adjustments, all in reasonable detail and certified by the principal financial or accounting officer of the Company, except that such financial statements need not contain the notes required by generally accepted accounting principles. (d) The Company will permit any Holder who so requests, the right to visit and to inspect any of the properties of the Company, including its books of account and other records, and to discuss its affairs, finances and accounts with the Company’s officers and its independent public accountants, all at such reasonable times and as often as any such person may reasonably request. (e) The provisions of Subsection (d) and this Subsection (e) shall not be in limitation of any rights which any Holder may have with respect to the books and records of the Company and its subsidiaries, or to inspect their properties or discuss their affairs, finances and accounts, under the laws of the jurisdictions in which they are incorporated. (f) Anything in Section 2.1 to the contrary notwithstanding, no Holder by reason of this agreement shall have access to any trade secrets or confidential information of the Company. Each Holder hereby agrees to hold in confidence and trust and not to misuse or disclose any confidential information provided pursuant to this Section 2.1. The Company shall not be required to comply with this Section 2.1 in respect of any Holder whom the Company reasonably determines to be a competitor or an officer, employee, director or greater than ten percent (10%) stockholder of a competitor. (g) From the date the Company becomes subject to the reporting requirements of the Exchange Act (which shall include any successor federal statute), and in lieu of the financial information required pursuant to Sections 2.1(a) and (c) hereof, copies of its annual reports on Form 10-K and its quarterly reports on Form 10-Q, respectively.

Basic Financial Information. After the Effective Time, the The Company will furnish the following reports to MTI so long as it holds each Holder who owns at least 10% of 200,000 Shares and/or Conversion Stock (as presently constituted and subject to subsequent adjustments for stock splits, stock dividends, reverse stock splits, and the outstanding Voting Stock:like) (the “Significant Holders”): (ai) As soon as practicable after the end of each fiscal monthyear of the Company, and in any event within 30 ninety (90) days thereafterafter the end of each fiscal year of the Company, a consolidated balance sheet of the Company and consolidated statement of stockholders' equity its subsidiaries, if any, as of the end of each such fiscal month (including the number of outstanding shares of capital stock of the Company as of at the end of such fiscal month)year, and a consolidated statement statements of income and a consolidated statement of cash flows of the Company and its subsidiaries, if any, for such fiscal monthyear, prepared in accordance with U.S. generally accepted accounting principlesprinciples consistently applied, with and audited by Xxxx Xxxxx or a nationally recognized accounting firm selected by the exception that no notes need be attached to such statements. In addition, the Company will furnish MTI, upon the reasonable request Company’s board of MTI to comply with applicable law and the rules of any national stock exchange or national stock marketdirectors. (bii) As soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) days thereafterafter the end of the first, second, and third quarterly accounting periods in each fiscal year of the Company will furnish MTI a Company, an unaudited consolidated balance sheet of the Company and consolidated statement of stockholders' equity its subsidiaries, if any, as of the end of each such quarterly period, and a unaudited consolidated statement statements of income and a consolidated statement of cash flows of the Company and its subsidiaries, if any, for such period, prepared in accordance with U.S. generally accepted accounting principlesprinciples consistently applied, subject to changes resulting from normal year-end audit adjustments. (ciii) As soon as practicable after the end of each monthly accounting periods in each fiscal year of the Company, and in any event within thirty (30) days after the end of each monthly accounting period in each fiscal year of the Company, an unaudited consolidated balance sheet of the Company and its subsidiaries, if any, as of the end of each such quarterly period, and unaudited consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such period, prepared in accordance with U.S. generally accepted accounting principles consistently applied, subject to changes resulting from normal year-end audit adjustments. (iv) As soon as practicable before the beginning of each fiscal year of the Company, and in any event within ninety no later than thirty (9030) days thereafter, before the Company will furnish MTI a consolidated balance sheet beginning of the Company and consolidated statement of stockholders' equity, as at the end of such each fiscal year, and a consolidated statement of income and a consolidated statement of cash flows year of the Company, an annual business plan and budget for such upcoming fiscal year, all prepared in accordance with U.S. generally accepted accounting principles consistently applied. Such financial statements shall be accompanied by a report and opinion thereon by independent public accountants of national standing selected , certified by the Chief Financial Officer of the Company's Board of Directors.

Basic Financial Information. After the Effective Time, the The Company will furnish the following reports to MTI each Significant Holder and to Cerus, so long as it holds owns at least 10% of 500,000 Series AA Shares or Series AA Conversion Stock (as presently constituted and subject to subsequent adjustments for stock splits, stock dividends, reverse stock splits and the outstanding Voting Stock:like): (ai) As soon as practicable after the end of each fiscal monthyear of the Company, and in any event within 30 one hundred and twenty (120) days thereafterafter the end of each fiscal year of the Company, a consolidated balance sheet of the Company and consolidated statement of stockholders' equity its subsidiaries, if any, as of the end of each such fiscal month (including the number of outstanding shares of capital stock of the Company as of at the end of such fiscal month)year, and a consolidated statement statements of income and a consolidated statement of cash flows of the Company and its subsidiaries, if any, for such fiscal monthyear, prepared in accordance with U.S. generally accepted accounting principlesprinciples consistently applied, with certified by independent public accountants of recognized national standing selected by the exception that no notes need be attached to such statements. In addition, the Company will furnish MTI, upon the reasonable request of MTI to comply with applicable law and the rules of any national stock exchange or national stock market.Company; (bii) As soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-forty five (45) days thereafterafter the end of the first, second, and third quarterly accounting periods in each fiscal year of the Company will furnish MTI a Company, an unaudited consolidated balance sheet of the Company and consolidated statement of stockholders' equity its subsidiaries, if any, as of the end of each such quarterly period, and a unaudited consolidated statement statements of income and a consolidated statement of cash flows of the Company and its subsidiaries, if any, for such period, prepared in accordance with U.S. generally accepted accounting principles.principles consistently applied, subject to changes resulting from normal year-end audit adjustments, and in each case, showing changes from the applicable budget for the corresponding period; (ciii) As soon as practicable after the end of each fiscal year of the Companymonth, and in any event within ninety thirty (9030) days thereafterafter the end of each month, the Company will furnish MTI a an unaudited consolidated balance sheet of the Company and consolidated statement of stockholders' equityits subsidiaries, if any, as at of the end of such fiscal yearmonthly period, and a unaudited consolidated statement statements of income and a consolidated statement of cash flows of the CompanyCompany and its subsidiaries, if any, for such yearperiod, all prepared in accordance with U.S. generally accepted accounting principles consistently applied, subject to changes resulting from normal year-end audit adjustments, and in each case, showing changes from the applicable budget for the corresponding period; and (iv) At least thirty (30) days prior to the beginning of each fiscal year (beginning with the fiscal year ending December 31, 2009) an operating plan for such fiscal year showing detailed monthly financial projections and an annual budget and business plan in form and substance acceptable to the Holders of at least 60% of the Series A Registrable Securities. Such financial statements [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. (v) If the Company has any subsidiaries, the obligation of the Company to deliver information as set forth in this Section 3.1 shall be accompanied by a report and opinion thereon by independent public accountants construed to include the equivalent information concerning each of national standing selected by the Company's Board of Directorsits subsidiaries.