Common use of Covenants Regarding Financial Statements Clause in Contracts

Covenants Regarding Financial Statements. Borrower shall cause to be furnished to Lender, (i) no later than 120 days after the end of each fiscal year, the unqualified, audited financial statements of Borrower as of the end of such year (which financial statements shall not contain any “going concern” exception or any exception relating to scope of review, except for any going concern exception attributable to the Borrower’s perceived need to raise additional capital), (ii) no later than 30 days after the end of each month unaudited interim financial statements of Borrower as of the end of such month, certified, on behalf of Borrower and not in any personal capacity, by Borrower’s chief financial officer to the effect that such financial statements present fairly in all material respects the financial condition and results of operations of the Borrower in accordance with GAAP, each containing consolidated and consolidating profit and loss statements for the month then ended and for Borrower’s fiscal year to date, consolidated and consolidating balance sheets as at the last day of such month and a consolidated statement of cash flows for the month then ended and for Borrower’s fiscal year to date, (iii) summary monthly bank statements, no later than 30 days after the related month end, reflecting month-end cash balances, (iv) concurrently with the delivery of the financial statements required to be delivered by Section 7.3(ii), a monthly Compliance and Disclosure Certificate, substantially in the form of Exhibit A attached hereto and made a part hereof, (v) promptly upon Borrower’s Board of Directors approval thereof, copies of Borrower’s annual operating plan, if any, and any revisions thereto and (vi) such other financial and business information of Borrower as Lender may reasonably require, including such other financial and operating performance data as is provided by Borrower to its outside investors or commercial lenders and, if applicable, required to be provided to shareholders by the Securities and Exchange Commission. Each financial statement to be furnished to Lender must be prepared in accordance with GAAP; provided, however, non-audited interim financial statements need not include financial notes. Borrower also agrees to promptly provide to Lender notice of, and such other data and information (financial and otherwise) at any time and from time to time reasonably requested by Lender relating to, any legal actions or proceedings pending, or to its knowledge, threatened in writing, against Borrower or the occurrence of any event or change that has, or could reasonably be expected to have, a Material Adverse Effect. Notwithstanding anything to the contrary contained herein, Borrower may refuse to provide any information required to be provided pursuant to this Section 7.3 if the disclosure would result in a waiver of Borrower’s attorney-client privilege. Financial statements may be delivered via electronic mail to Lender.

Covenants Regarding Financial Statements. Borrower shall cause to be furnished to Lender, (i) no later than 120 days after the end of each fiscal year, the unqualified, audited fiscal year end financial statements of Borrower as of the end of such year (which financial statements shall not contain any “going concern” exception (other than such exception if based upon (i) the history of accumulated losses and related impact upon the amount of cash shown on the financial statements of Borrower, (ii) the need to raise additional financing or (iii) the impending maturity (not in excess of 120 days) of the second tranche Loan in 2017) or any exception relating to scope of review) no later than June 30 of the subsequent fiscal year, except for any going concern exception attributable provided that Borrower shall provide to Lender unaudited annual financial statements no later than 90 days after the Borrower’s perceived need to raise additional capital)fiscal year end, (ii) no later than 30 days after the end of each month unaudited interim calendar month, the internally prepared monthly financial statements of Borrower as of the end of such monthBorrower, certified, on behalf of Borrower and not in any personal capacity, certified by Borrower’s chief financial officer to the effect that such financial statements present fairly in all material respects the financial condition and results of operations of the Borrower in accordance with GAAPofficer, each containing consolidated and consolidating profit and loss statements for the month then ended and for Borrower’s fiscal year to date, consolidated and consolidating balance sheets as at the last day of such month and a consolidated statement of cash flows for the month then ended and for Borrower’s fiscal year to date, each of which will be presented in a trending monthly format with fiscal year to date subtotals, (iii) summary iii)summary monthly bank statements, no later than 30 days after the related month end, reflecting month-end cash balances, (iv) concurrently with the delivery of the financial statements required to be delivered by Section 7.3(ii), a monthly Compliance and Disclosure Certificate, substantially in the form of Exhibit A attached hereto and made a part hereofhereto, (v) promptly upon Borrower’s Board of Directors approval thereof, copies of Borrower’s annual operating plan, if any, plan and any revisions thereto thereto; (vi) copies of materials provided to Borrower’s Board of Directors in connection with regular and special meetings thereof (excluding any materials subject to attorney-client privilege and attorney work-product); (vii) updated capitalization tables, together with any amendments or restatements of the certificate of incorporation or investor rights agreement of Borrower promptly following each round of equity or convertible debt issuance by Borrower, and (viviii) such other financial and business information of Borrower as Lender may reasonably requirerequire (excluding any materials subject to attorney-client privilege and attorney work-product), including such other financial and operating performance data as is provided by Borrower to its outside investors or commercial lenders and, if applicable, required to be provided to shareholders by the Securities and Exchange Commission. Each financial statement to be furnished to Lender must be prepared in accordance with GAAP; provided, however, nonexcept for normal year-audited end adjustments and the absence of footnotes in unaudited interim financial statements need not include financial notesstatements. Borrower also agrees to promptly provide to Lender notice of, and such other data and information (financial and otherwise) at any time and from time to time reasonably requested by Lender relating to, any legal actions or proceedings pending, or to its knowledge, threatened in writing, against Borrower or the occurrence of any event or change that has, or could reasonably be expected to have, a Material Adverse Effect. Notwithstanding anything to the contrary contained herein, Borrower may refuse to provide any information required to be provided pursuant to this Section 7.3 if the disclosure would result in a waiver of Borrower’s attorney-client privilege. Financial statements may be delivered via electronic mail to Lender.

Covenants Regarding Financial Statements. Borrower shall cause to be furnished to Lender, (i) the audited fiscal year end financial statements of Borrower no later than 120 days after the related fiscal year end of each (except for fiscal yearyear ending December 31, 2004, Borrower shall furnish the unqualified, audited financial statements of Borrower as of the end of such no later than 225 days after fiscal year (which financial statements shall not contain any “going concern” exception or any exception relating to scope of reviewending December 31, except for any going concern exception attributable to the Borrower’s perceived need to raise additional capital2004), (ii) the internally prepared monthly financial statements of Borrower (and of any guarantor), certified by Borrower's (or such guarantor's) chief financial officer, no later than 30 days after the end of each related month unaudited interim financial statements of Borrower as of the end of such month, certified, on behalf of Borrower and not in any personal capacity, by Borrower’s chief financial officer to the effect that such financial statements present fairly in all material respects the financial condition and results of operations of the Borrower in accordance with GAAPend, each containing consolidated and consolidating a profit and loss statements for the month then ended statement, balance sheet and for Borrower’s fiscal year to date, consolidated and consolidating balance sheets as at the last day of such month and a consolidated statement of cash flows for the month then ended and for Borrower’s fiscal year to dateflows, (iii) summary monthly bank statements, no later than 30 days after the related month end, reflecting month-end cash balances, (iv) concurrently with the delivery of the financial statements required to be delivered by Section 7.3(ii), a monthly Compliance and Disclosure Certificate, substantially in the form of Exhibit A attached hereto and made a part hereof, and (v) promptly upon Borrower’s Board of Directors approval thereof, copies of Borrower’s annual operating plan, if any, and any revisions thereto and (vi) such other financial and business information statements of Borrower as Lender may reasonably require, including such other financial and operating performance data as is provided by Borrower to its outside investors or commercial lenders and, if applicable, required to be provided to shareholders by the Securities and Exchange Commission. Each financial statement to be furnished to Lender must be prepared in accordance with GAAP; providedgenerally accepted accounting principles, however, non-audited interim financial statements need not include financial notesconsistently applied. Borrower also agrees to promptly provide to Lender notice of, and such other data and information (financial and otherwise) at any time and from time to time reasonably requested by Lender relating to, to any legal actions material adverse change in or proceedings pending, related to the Collateral or to its knowledgeBorrower's credit standing, threatened in writingfinancial condition, against Borrower or the occurrence of any event or change that has, or could reasonably be expected to have, a Material Adverse Effect. Notwithstanding anything to the contrary contained herein, Borrower may refuse to provide any information required to be provided pursuant to this Section 7.3 if the disclosure would result in a waiver of Borrower’s attorney-client privilegemanagement and/or business prospects. Financial statements may be delivered via electronic mail to the Lender.

Covenants Regarding Financial Statements. Borrower shall cause to be furnished to Lender, (i) no later than 120 days after commencing with the fiscal year end of each fiscal year2007, the unqualified, audited fiscal year end financial statements of Borrower as of the end of such year (which financial statements shall not contain any include a “going concern” exception (other than such exception if based upon the amount of cash on the financial statements of Borrower and the need to raise additional financing) or any exception relating to scope of review, except for any going concern exception attributable to ) no later than 180 days after the Borrower’s perceived need to raise additional capital)related fiscal year end, (ii) no later than 30 days after the end of each related month unaudited interim end, the internally prepared monthly financial statements of Borrower as of the end of such monthBorrower, certified, on behalf of Borrower and not in any personal capacity, certified by Borrower’s chief financial officer to the effect that such financial statements present fairly in all material respects the financial condition and results of operations of the Borrower in accordance with GAAPofficer, each containing consolidated and consolidating profit and loss statements for the month then ended and for Borrower’s fiscal year to date, consolidated and consolidating balance sheets as at the last day of such month and a consolidated and consolidating statement of cash flows for the month then ended and for Borrower’s fiscal year to date, (iii) summary monthly bank statements, no later than 30 days after the related month end, reflecting month-end cash balances, (iv) concurrently with the delivery of the financial statements required to be delivered by Section 7.3(ii), a monthly Compliance and Disclosure Certificate, substantially in the form of Exhibit A attached hereto and made a part hereof, (v) promptly upon Borrower’s Board of Directors approval thereof, copies of Borrower’s annual operating plan, if any, plan and any revisions thereto and (vi) such other financial and business information of Borrower as Lender may reasonably require, including such other financial and operating performance data as is provided by Borrower to its outside investors or commercial lenders and, if applicable, required to be provided to shareholders by the Securities and Exchange Commission. Each financial statement to be furnished to Lender must be prepared in accordance with GAAP; provided, however, non-audited interim financial statements need not include financial notesGAAP (subject to normal year end adjustments and the absence of footnotes). Borrower also agrees to promptly provide to Lender notice of, and such other data and information (financial and otherwise) at any time and from time to time reasonably requested by Lender relating to, any legal actions or proceedings pending, or to its Borrower’s knowledge, threatened in writing, writing against Borrower or the occurrence of any event or change that has, or could would reasonably be expected to have, a Material Adverse Effect. Notwithstanding anything to the contrary contained herein, Borrower may refuse to provide any information required to be provided pursuant to this Section 7.3 if the disclosure would result in a waiver of Borrower’s attorney-client privilege. Financial statements may be delivered via electronic mail to Lender.

Covenants Regarding Financial Statements. Borrower shall cause to be furnished to Lender, (i) no later than 120 days after the end of each fiscal year, the unqualified, audited fiscal year end financial statements of Borrower as of the end of such year (which financial statements shall not contain any “"going concern” " exception (other than such qualification if based upon historical losses, the amount of cash shown on the financial statements of Borrower and the need to raise additional financing) or any exception relating to scope of review, except for any going concern exception attributable to ) no later than 180 days after the Borrower’s perceived need to raise additional capital)related fiscal year end, (ii) no later than 30 days after the end of each related month unaudited interim end, the internally prepared monthly financial statements of Borrower as of the end of such monthBorrower, certified, on behalf of Borrower and not in any personal capacity, certified by Borrower’s 's chief financial officer to the effect that such financial statements present fairly in all material respects the financial condition and results of operations of the Borrower in accordance with GAAPofficer, each containing consolidated and consolidating profit and loss statements for the month then ended and for Borrower’s 's fiscal year to date, consolidated and consolidating balance sheets as at the last day of such month and a consolidated statement of cash flows for the month then ended and for Borrower’s 's fiscal year to date, (iii) summary monthly bank statements, no later than 30 days after the related month end, reflecting month-end cash balances, (iv) concurrently with the delivery of the financial statements required to be delivered by Section 7.3(ii), a monthly Compliance and Disclosure Certificate, substantially in the form of Exhibit A attached hereto and made a part hereof, (v) promptly upon Borrower’s 's Board of Directors approval thereof, copies of Borrower’s 's annual operating plan, if any, plan and any revisions thereto and (vi) such other financial and business information of Borrower as Lender may reasonably require, including such other financial and operating performance data as is provided by Borrower to its outside investors or commercial lenders and, if applicable, required to be provided to shareholders by the Securities and Exchange Commission. Each financial statement to be furnished to Lender must be prepared in accordance with GAAP; providedgenerally accepted accounting principles, however, non-audited interim financial statements need not include financial notesconsistently applied. Borrower also agrees to promptly provide to Lender notice of, and such other data and information (financial and otherwise) at any time and from time to time reasonably requested by Lender relating to, any legal actions or proceedings pending, or to its knowledge, threatened in writing, against Borrower or the occurrence of any event or change that has, or could reasonably be expected to have, a Material Adverse Effect. Notwithstanding anything to the contrary contained herein, Borrower may refuse to provide any information required to be provided pursuant to this Section 7.3 if the disclosure would result in a waiver of Borrower’s attorney-client privilege. Financial statements may be delivered via electronic mail to Lender.

Covenants Regarding Financial Statements. Borrower shall cause to be furnished to Lender, (i) no later than 120 days after the end of each fiscal year, the unqualified, audited fiscal year end financial statements of Borrower as of the end of such year (which financial statements shall not contain any “"going concern” " exception or any exception relating to scope of review, except for any going concern exception attributable to ) no later than 150 days after the Borrower’s perceived need to raise additional capital)related fiscal year end, (ii) no later than 30 days after the end of each related month unaudited interim end, the internally prepared monthly financial statements of Borrower as of the end of such monthBorrower, certified, on behalf of Borrower and not in any personal capacity, certified by Borrower’s 's chief financial officer to the effect that such financial statements present fairly in all material respects the financial condition and results of operations of the Borrower in accordance with GAAPofficer, each containing consolidated and consolidating profit and loss statements for the month then ended and for Borrower’s 's fiscal year to date, consolidated and consolidating balance sheets as at the last day of such month and a consolidated statement of cash flows for the month then ended and for Borrower’s 's fiscal year to date, (iii) summary monthly bank statements, no later than 30 days after the related month end, reflecting month-end cash balances, (iv) concurrently with the delivery of the financial statements required to be delivered by Section 7.3(ii), a monthly Compliance and Disclosure Certificate, substantially in the form of Exhibit A attached hereto and made a part hereof, (v) promptly upon Borrower’s 's Board of Directors approval thereof, copies of Borrower’s 's annual operating plan, if any, plan and any revisions thereto and (vi) such other financial and business information of Borrower as Lender may reasonably require, including such other financial and operating performance data as is provided by Borrower to its outside investors or commercial lenders and, if applicable, required to be provided to shareholders by the Securities and Exchange Commission. Each financial statement to be furnished to Lender must be prepared in accordance with GAAP; provided, however, non-audited interim financial statements need not include financial notes. Borrower also agrees to promptly provide to Lender notice of, and such other data and information (financial and otherwise) at any time and from time to time reasonably requested by Lender relating to, any legal actions or proceedings pending, or to its knowledge, threatened in writing, against Borrower or the occurrence of any event or change that has, or could reasonably be expected to have, a Material Adverse Effect. Notwithstanding anything to the contrary contained herein, Borrower may refuse to provide any information required to be provided pursuant to this Section 7.3 if the disclosure would result in a waiver of Borrower’s attorney-client privilege. Financial statements may be delivered via electronic mail to Lender.

Covenants Regarding Financial Statements. Borrower shall cause to be furnished to Lender, (i) no later than 120 days after the unqualified fiscal year end of each fiscal year, the unqualified, audited financial statements of Borrower as of the end of such year Borrower, certified by Borrower’s chief financial officer (which financial statements shall not contain any “going concern” exception or any exception relating to scope of review, except for any going concern exception attributable to ) no later than 180 days after the Borrower’s perceived need to raise additional capital)related fiscal year end, (ii) no later than 30 days after the end of each related month unaudited interim end, the internally prepared monthly financial statements of Borrower as of the end of such monthBorrower, certified, on behalf of Borrower and not in any personal capacity, certified by Borrower’s chief financial officer to the effect that such financial statements present fairly in all material respects the financial condition and results of operations of the Borrower in accordance with GAAPofficer, each containing consolidated and consolidating profit and loss statements for the month then ended and for Borrower’s fiscal year to date, consolidated and consolidating balance sheets as at the last day of such month and a consolidated statement of cash flows for the month then ended and for Borrower’s fiscal year to date, (iii) summary monthly bank statements, no later than 30 days after the related month end, reflecting month-end cash balances, (iv) concurrently with the delivery of the financial statements required to be delivered by Section 7.3(ii), a monthly Compliance and Disclosure Certificate, substantially in the form of Exhibit A attached hereto and made a part hereof, (v) promptly upon Borrower’s Board of Directors approval thereof, copies of Borrower’s annual operating plan, if any, plan and any revisions thereto and (vi) such other financial and business information of Borrower as Lender may reasonably require, including such other financial and operating performance data as is provided by Borrower to its outside investors or commercial lenders and, if applicable, required to be provided to shareholders by the Securities and Exchange Commission. Each financial statement to be furnished to Lender must be prepared in accordance with GAAP; provided, however, non-audited interim financial statements need not include financial notes. Borrower also agrees to promptly provide to Lender notice of, and such other data and information (financial and otherwise) at any time and from time to time reasonably requested by Lender relating to, any legal actions or proceedings pending, or to its knowledge, threatened in writing, against Borrower or the occurrence of any event or change that has, or could reasonably be expected to have, a Material Adverse Effect. Notwithstanding anything to the contrary contained herein, Borrower may refuse to provide any information required to be provided pursuant to this Section 7.3 if the disclosure would result in a waiver of Borrower’s attorney-client privilege. Financial statements may be delivered via electronic mail to Lender.

Covenants Regarding Financial Statements. Borrower BORROWER shall cause to be furnished to Lenderkeep true books of record and account in which full, (i) no later than 120 days after the end of each fiscal year, the unqualified, audited financial statements of Borrower as of the end of such year (which financial statements shall not contain any “going concern” exception or any exception relating to scope of review, except for any going concern exception attributable to the Borrower’s perceived need to raise additional capital), (ii) no later than 30 days after the end of each month unaudited interim financial statements of Borrower as of the end of such month, certified, on behalf of Borrower true and not in any personal capacity, by Borrower’s chief financial officer to the effect that such financial statements present fairly in all material respects the financial condition and results of operations of the Borrower correct entries in accordance with GAAP, each containing consolidated sound accounting practice and consolidating profit and loss statements for the month then ended and for Borrower’s fiscal principles applied on a consistent basis from year to date, consolidated and consolidating balance sheets as at year shall be made of all dealings or transactions with respect to the Subject Property. Within 90 days after the last day of such month each fiscal year of BORROWER during the term of the Note, BORROWER shall deliver to LENDER unaudited annual financial reports prepared in accordance with generally accepted auditing standards and generally accepted accounting principles consistently applied covering the operation of the Subject Property and the financial condition of BORROWER for the previous fiscal year and a consolidated statement current rent roll, all certified to LENDER by a managing general partner or chief financial officer of cash flows for the month then ended BORROWER to be complete, correct and for Borrower’s fiscal year to date, (iii) summary monthly bank statements, no later than 30 accurate. Within 90 days after the related month end, reflecting month-end cash balances, (iv) concurrently with the delivery last day of each fiscal quarter of the BORROWER during the term of the Note, XXXXXXXX shall also deliver to LENDER unaudited financial statements required reports prepared in accordance with generally accepted accounting principles consistently applied covering the operation of the Subject Property and the financial condition of BORROWER for the previous fiscal quarter, certified to LENDER by the managing general partner or chief financial officer of BORROWER to be delivered complete, correct and accurate. Within forty-five (45) days after the last day of each fiscal quarter during the term of the Note, XXXXXXXX will also deliver to LENDER a current rent roll of the Subject Property, certified to LENDER by Section 7.3(ii)the chief financial officer or managing general partner of BORROWER to be complete, a monthly Compliance correct and Disclosure Certificateaccurate. All reports shall include, substantially in the form without limitation, balance sheets and statements of Exhibit A attached hereto income and made a part hereof, (v) promptly upon Borrower’s Board of Directors approval thereof, copies of Borrower’s annual operating plan, if any, and any revisions thereto and (vi) such other financial and business information of Borrower as Lender may reasonably require, including such other financial and operating performance data as is provided by Borrower to its outside investors or commercial lenders andpartner's equity, if applicable, required to be provided to shareholders setting forth in each case in comparative form the figures for the previous fiscal quarter or year, as the case may be. The interim quarterly reports shall also include a breakdown of all categories of revenues and expenses, and any supporting schedules and data requested by the Securities and Exchange CommissionXXXXXX. Each set of annual or quarterly financial statement reports or quarterly rent rolls delivered to be furnished to Lender must be prepared in accordance with GAAP; provided, however, non-audited interim financial statements need not include financial notes. Borrower also agrees to promptly provide to Lender notice of, and such other data and information (financial and otherwise) at any time and from time to time reasonably requested by Lender relating to, any legal actions or proceedings pending, or to its knowledge, threatened in writing, against Borrower or the occurrence of any event or change that has, or could reasonably be expected to have, a Material Adverse Effect. Notwithstanding anything to the contrary contained herein, Borrower may refuse to provide any information required to be provided LENDER pursuant to this Section 7.3 1.11 shall also be accompanied by a certificate of the chief financial officer or the managing general partner of BORROWER, stating whether any condition or event exists or has existed during the period covered by the annual or quarterly reports which then constituted or now constitutes an Event of Default under the Note or this Security Deed, and if any such condition or event then existed or now exists, specifying its nature and period of existence and what BORROWER did or proposes to do with respect to such condition or event. In the disclosure would result event such statements are not in a waiver form reasonably acceptable to LENDER or BORROWER fails to furnish such statements and reports, then LENDER shall have the immediate and absolute right to audit the respective books and records of Borrower’s attorney-client privilege. Financial statements may be delivered via electronic mail to Lenderthe Subject Property and BORROWER at the expense of XXXXXXXX.

Covenants Regarding Financial Statements. Borrower shall cause to be furnished to Lender, (i) no later than 120 days after the end of each fiscal year, the unqualified, audited fiscal year-end financial statements of Borrower as of the end of such year (which financial statements shall not contain any “going concern” exception or any exception relating to scope of review, except for any going concern exception attributable to ) no later than 150 days after the Borrower’s perceived need to raise additional capital)related fiscal year end, (ii) no later than 30 days after the end of each related month unaudited interim end, the internally prepared monthly financial statements of Borrower as of the end of such monthBorrower, certified, on behalf of Borrower and not in any personal capacity, certified by Borrower’s chief financial officer to the effect that such financial statements present fairly in all material respects the financial condition and results of operations of the Borrower in accordance with GAAPofficer, each containing consolidated and consolidating profit and loss statements for the month then ended and for Borrower’s fiscal year to date, consolidated and consolidating balance sheets as at the last day of such month and a consolidated statement of cash flows for the month then ended and for Borrower’s fiscal year to date, (iii) summary monthly bank statements, no later than 30 days after the related month end, reflecting month-end cash balances, (iv) concurrently with the delivery of the financial statements required to be delivered by Section 7.3(ii), a monthly Compliance and Disclosure Certificate, substantially in the form of Exhibit A attached hereto and made a part hereof, (viv) promptly upon Borrower’s Board of Directors approval thereof, copies of Borrower’s annual operating plan, if any, plan and any revisions thereto and (viv) such other financial and business information of Borrower as Lender may reasonably require, including such other financial and operating performance data as is provided by Borrower to its outside investors or commercial lenders and, if applicable, required to be provided to shareholders by the Securities and Exchange Commission. Each financial statement to be furnished to Lender must be prepared in accordance with GAAP; providedgenerally accepted accounting principles, howeverconsistently applied (except, non-audited in the case of interim financial statements need not include financial notesstatements, for normal year-end adjustments and the absence of footnote disclosures). Borrower also agrees to promptly provide to Lender notice of, and such other data and information (financial and otherwise) at any time and from time to time reasonably requested by Lender relating to, any legal actions or proceedings pending, or to its knowledge, threatened in writing, against Borrower which, if adversely determined, could reasonably be expected to have a Material Adverse Effect or the occurrence of any event or change that hashas had, or could reasonably be expected to have, a Material Adverse Effect. Notwithstanding anything to the contrary contained herein, Borrower may refuse to provide any information required to be provided pursuant to this Section 7.3 if the disclosure would result in a waiver of Borrower’s attorney-client privilege. Financial statements may be delivered via electronic mail to Lender.

Covenants Regarding Financial Statements. Borrower shall cause to be furnished to Lender, (i) the unaudited annual financial statements of Borrower no later than 120 90 days after following the related fiscal year end of each fiscal year, and the unqualified, audited fiscal year end financial statements of Borrower as of the end of such year (which financial statements shall not contain any “going concern” exception or any exception relating to scope of review, except for any going concern exception attributable to ) no later than 180 days after the Borrower’s perceived need to raise additional capital)related fiscal year end, (ii) no later than 30 days after the end of each related month unaudited interim end, the internally prepared monthly financial statements of Borrower as of the end of such monthBorrower, certified, on behalf of Borrower and not in any personal capacity, certified by Borrower’s chief financial officer Director of Finance (or other authorized representative of Borrower acceptable to the effect that such financial statements present fairly in all material respects the financial condition and results of operations of the Borrower in accordance with GAAPLender), each containing consolidated and consolidating profit and loss statements for the month then ended and for Borrower’s fiscal year to date, consolidated and consolidating balance sheets as at the last day of such month and a consolidated statement of cash flows for the month then ended and for Borrower’s fiscal year to date, each of which will be presented in a trending monthly format with fiscal year to date subtotals, (iii) summary monthly bank statements, no later than 30 days after the related month end, reflecting month-end cash balances, (iv) concurrently with the delivery of the financial statements required to be delivered by Section 7.3(ii), a monthly Compliance and Disclosure Certificate, substantially in the form of Exhibit A attached hereto and made a part hereofhereto, (v) promptly upon Borrower’s Board of Directors approval thereof, copies of Borrower’s annual operating plan, if any, plan and any revisions thereto thereto; (vi) copies of general business update materials provided to Borrower’s Board of Directors in connection with regular and special meetings thereof (excluding any materials subject to attorney-client privilege and attorney work-product in connection with litigation involving Borrower); and (vivii) such other financial and business information of Borrower as Lender may reasonably require, including pipeline reports, design win and sales data, revenue breakout data, product status reports and such other financial and operating performance data as is provided by Borrower to its outside investors or commercial lenders and, if applicable, required to be provided to shareholders by the Securities and Exchange Commission. Each financial statement to be furnished to Lender must be prepared in accordance with GAAP; provided, however, nonexcept for normal year-audited end adjustments and the absence of footnotes in unaudited interim financial statements need not include financial notesstatements. Borrower also agrees to promptly provide to Lender notice of, and such other data and information (financial and otherwise) at any time and from time to time reasonably requested by Lender relating to, any legal actions or proceedings pending, or to its knowledge, threatened in writing, against Borrower or the occurrence of any event or change that has, or could reasonably be expected to have, a Material Adverse Effect. Notwithstanding anything to the contrary contained herein, Borrower may refuse to provide any information required to be provided pursuant to this Section 7.3 if the disclosure would result in a waiver of Borrower’s attorney-client privilege. Financial statements may be delivered via electronic mail to Lender.