Common use of Delivery of Financial Statements and Other Information Clause in Contracts

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty (120) days after the end of each fiscal year of Guarantor, (i) the consolidated balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and (iv) a Compliance Certificate; (c) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package; (d) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (e) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably request.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty (60) days after the end of each fiscal quarter of Guarantor other than the first three (3) last fiscal quarters quarter of each such fiscal year of Guarantoryear, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings earnings, stockholders equity and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a duly completed Quarterly Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and (iv) a duly completed Quarterly Compliance Certificate; (c) all reports submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Guarantor made by such accountants, including any management letter commenting on Guarantor’s internal controls; (d) with respect to each Purchased Asset and related underlying Underlying Mortgaged Property serviced by any Seller or an Affiliate of any Sellera Servicer other than Xxxxx Fargo Bank, National Association: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim any Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements and rent rolls of all Underlying Obligors, and modifications or updates to the items contained in the Underwriting PackageMaterials; (de) all prepared financial statements, reports, notices, material information and other documents relating to the Purchased Assets or any of them that Guarantor either files with, or sends, delivers or presents to, any Governmental Authority, promptly after the delivery or filing thereof. For purposes of this Section 8.08, any information that is publicly available on the website of any Governmental Authority or is available to the general public on Guarantor’s website shall be deemed to have been “delivered” to Buyer; (f) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible practicable after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (eg) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably request.

Delivery of Financial Statements and Other Information. Each Seller The Company shall deliver to each Investor that together with its Affiliates continues to hold at least 180,000 shares of Preferred Stock of the following to BuyerCompany (as adjusted for stock splits, stock dividends, recapitalizations and the like): (a) as soon as available and practicable, but in any event within the time periods specified: (a) within sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-one hundred and twenty (120) days after the end of each fiscal year of Guarantorthe Company (or such later period approved by the Board of Directors), (i) an income statement for such fiscal year, a balance sheet of the consolidated balance sheets Company and statement of Guarantor and its Subsidiaries stockholders’ equity as at of the end of such fiscal year, (ii) the related consolidated statements and a statement of income, retained earnings and cash flows for such fiscal year, all such financial statements audited and certified by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of regionally recognized national standingstanding selected by the Company; (b) as soon as practicable, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at but in any event within forty-five (45) days after the end of and each of the four (4) quarters of each fiscal year of the Company, an unaudited income statement, statement of cash flows for such fiscal year in accordance quarter and an unaudited balance sheet as of the end of such fiscal quarter, along with GAAP, and (iv) a Compliance Certificate;an up-to-date capitalization table of the Company; and (c) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days after prior to the end beginning of each fiscal quarter of such Selleryear, a quarterly report of budget and business plan for the following: delinquencynext fiscal year, loss experienceprepared on a monthly basis, internal risk ratingincluding balance sheets, surveillance, rent roll, occupancy income statements and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package; (d) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to cash flows for such Seller or the Purchased Assetsmonths and, as soon as possible after prepared, any other budgets or revised budgets prepared by the discovery thereof Company and approved by such Sellerthe Company’s Board of Directors. All income statements, Guarantor balance sheets, statements of stockholders’ equity and statements of cash flow delivered by the Company hereunder shall (1) be prepared in accordance with GAAP (except that interim financial statements may be subject to normal recurring year-end adjustments, the effect of which will not, individually or any Affiliate in the aggregate, be material to the Company), (2) be correct and complete in all material respects, (3) be consistent in all material respects with the books and records of such Seller or Guarantor; and the Company and (e4) such other information regarding fairly present, in all material respects, the financial condition, operations or business results of such Selleroperations, Guarantor or any Underlying Obligor changes in stockholders’ equity and cash flows of the Company as Buyer may reasonably requestof the respective dates and for the periods indicated therein.

Delivery of Financial Statements and Other Information. Each Seller The Company shall deliver the following to Buyer, each Major Investor (provided that such Major Investor is not a Competitor): (a) as soon as available and practicable, but in any event within one hundred eighty (180) days after the time periods specified:end of each fiscal year of the Company beginning with the fiscal year ending December 31, 2018, (1) financial statements of the Company for such fiscal year containing (i) a balance sheet as of the end of such year, (ii) statements of income and of cash flows for such year, and a comparison between the actual amounts as of and for such fiscal year and the comparable amounts for the prior year and (iii) a statement of stockholders’ equity as of the end of such year, all such financial statements audited and certified by independent public accountants of recognized standing selected by the Company’s Board of Directors, and (2) a comparison of the actual results to those included in the Budget (as defined in Subsection 3.1(e)) for such year; (ab) as soon as practicable, but in any event within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantorthe Company, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings income and of cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous yearquarter, and an unaudited balance sheet, all prepared in accordance with GAAP (iiiexcept that such financial statements may (i) a Compliance Certificatebe subject to normal year-end audit adjustments and (ii) not contain all notes thereto that may be required in accordance with GAAP); (bc) as soon as practicable, but in any event within oneforty-hundred and twenty five (12045) days after the end of each quarter of each fiscal year of Guarantorthe Company, (i) a statement showing the consolidated balance sheets number of Guarantor shares of each class and its Subsidiaries as series of capital stock and securities convertible into or exercisable for shares of capital stock outstanding at the end of such fiscal yearthe period, (ii) the related consolidated statements Common Stock issuable upon conversion or exercise of incomeany outstanding securities convertible or exercisable for Common Stock and the exchange ratio or exercise price applicable thereto, retained earnings and cash flows the number of shares of issued stock options and stock options not yet issued but reserved for such yearissuance, audited by a firm of accountants that is then approved if any, all in sufficient detail as to permit the Major Investors to calculate their respective percentage equity ownership in the Company, and certified by the Public chief financial officer or chief executive officer of the Company Accounting Oversight Boardas being true, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAPcomplete, and (iv) a Compliance Certificatecorrect; (cd) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by as soon as practicable, but in any Seller or an Affiliate of any Seller: (i) event within thirty (30) days after of the end of each month, an unaudited income statement and statement of cash flows for such month, and an unaudited balance sheet and statement of stockholders’ equity as of the end of such month, all prepared in accordance with GAAP (except that such financial statements may (i) be subject to normal year-end audit adjustments and (ii) not contain all notes thereto that may be required in accordance with GAAP); (e) as soon as practicable, but in any event thirty (30) days before the end of each fiscal quarter of such Selleryear, a quarterly report budget and business plan for the next fiscal year (collectively, the “Budget”), approved by the Board of Directors, including a majority of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level informationPreferred Directors, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicerprepared on a monthly basis, remittanceincluding balance sheets, servicingincome statements, securitization, exception and other reports, operating and financial statements of Underlying Obligorscash flow for such months and, and modifications or updates to the items contained in the Underwriting Package; (d) promptly after prepared, any other material agreements, correspondence, documents budgets or other information not included in an Underwriting Package which is related to such Seller or revised budgets prepared by the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or GuarantorCompany; and (ef) such other information regarding relating to the financial condition, operations business, prospects, or business corporate affairs of the Company as any Major Investor may from time to time reasonably request; provided, however, that the Company shall not be obligated under this Subsection 3.1 to provide information (i) that the Company reasonably determines in good faith to be a trade secret or confidential information (unless such confidential information is covered by an enforceable confidentiality agreement, in form acceptable to the Company) or (ii) the disclosure of which would adversely affect the attorney-client privilege between the Company and its counsel. If, for any period, the Company has any subsidiary whose accounts are consolidated with those of the Company, then in respect of such Sellerperiod the financial statements delivered pursuant to the foregoing sections shall be the consolidated and consolidating financial statements of the Company and all such consolidated subsidiaries. Notwithstanding anything else in this Subsection 3.1 to the contrary, Guarantor or any Underlying Obligor the Company may cease providing the information set forth in this Subsection 3.1 during the period starting with the date thirty (30) days before the Company’s good-faith estimate of the date of filing of a registration statement if it reasonably concludes it must do so to comply with the SEC rules applicable to such registration statement and related offering; provided that the Company’s covenants under this Subsection 3.1 shall be reinstated at such time as Buyer may reasonably requestthe Company is no longer actively employing its commercially reasonable efforts to cause such registration statement to become effective.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of quarter and each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) a certification from such accountants that, in making the examination necessary therefor, no information was obtained of any Default or Event of Default except as specified therein, (v) projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year, and (ivvi) a Compliance Certificate; (c) all reports submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Guarantor made by such accountants, including any management letter commenting on Guarantor’s internal controls; (d) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Sellera Servicer other than Xxxxx Fargo Bank, National Association: (i) within thirty forty-five (3045) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim any Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting PackageMaterials; (de) all financial statements, reports, notices and other documents that Guarantor sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (f) within ten (10) Business Days after the end of each month, a report of all proposed sales, repurchases and other transactions with respect to the Purchased Assets, which schedule shall be acceptable to Buyer; (g) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible promptly after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (eh) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably request.

Delivery of Financial Statements and Other Information. Each Seller Guarantor shall deliver or cause to be delivered the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of each fiscal year quarter of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Consolidated Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of incomeoperations, retained earnings stockholders’ equity and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case the information required to be in comparative form the figures for the previous yeara 10-Q, and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of incomeoperations, retained earnings stockholders’ equity and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of an independent certified public accountants accountant of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) while Guarantor is a public company, any certification from such accountants required to be publicly filed or, from and after the time Guarantor is no longer a public company, a certification from such accountants that, in making the examination necessary therefor, no information was obtained of any Default or Event of Default except as specified therein, (v) projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year, and (ivvi) a Compliance Certificate; (c) with respect any management letter submitted to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days after the end of Guarantor by independent certified public accountants in connection with each fiscal quarter of such Seller, a quarterly report annual or interim audit of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy books and other property-level information, and (ii) within ten (10) days after receipt records of Seller or preparation thereof Guarantor made by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates accountants relating to the items contained in the Underwriting Packageinternal controls; (d) all material reports, notices and other documents that Guarantor makes to or files with any other material agreementsGovernmental Authority, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible promptly after the discovery thereof by such Seller, Guarantor delivery or any Affiliate of such Seller or Guarantorfiling thereof; and (e) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor Consolidated Subsidiaries of Guarantor as Buyer may reasonably request. Notwithstanding the foregoing, the requirement to deliver financial statements will be satisfied at any such time as such financial statements are publicly posted on the official web site of the Repurchase Party or appropriately filed with the United States Securities and Exchange Commission.

Delivery of Financial Statements and Other Information. Each Seller Guarantor shall deliver or cause to be delivered the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of each fiscal year quarter of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Consolidated Subsidiaries as at the end of each such period, period and (ii) the related unaudited consolidated statements of incomeoperations, retained earnings stockholders’ equity and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case the information required to be in comparative form the figures for the previous yeara 10-Q, all certified as being true and (iii) a Compliance Certificatecorrect by an officer’s certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of incomeoperations, retained earnings stockholders’ equity and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of an independent certified public accountants accountant of recognized national standingstanding consented to by Buyer in its reasonable discretion, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and (iv) while Guarantor is a Compliance Certificatepublic company, any certification from such accountants required to be publicly filed or, from and after the time Guarantor is no longer a public company, a certification from such accountants that, in making the examination necessary therefor, no information was obtained of any Default or Event of Default except as specified therein and (v) projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year; (c) with respect any management letter submitted to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days after the end of Guarantor by independent certified public accountants in connection with each fiscal quarter of such Seller, a quarterly report annual or interim audit of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy books and other property-level information, and (ii) within ten (10) days after receipt records of Seller or preparation thereof Guarantor made by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates accountants relating to the items contained in the Underwriting Packageinternal controls; (d) all material reports, notices and other documents that Guarantor makes to or files with any other material agreementsGovernmental Authority, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible promptly after the discovery thereof by such Seller, Guarantor delivery or any Affiliate of such Seller or Guarantorfiling thereof; and (e) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor Consolidated Subsidiaries of Guarantor as Buyer may reasonably request. Notwithstanding the foregoing, the requirement to deliver financial statements will be satisfied at any such time as such financial statements are publicly posted on the official web site of the Guarantor or appropriately filed with the United States Securities and Exchange Commission.

Delivery of Financial Statements and Other Information. Each Seller The Company shall deliver to each Investor, for as long as such Investor continues to hold at least 1,000,000 Preferred Shares (as adjusted for stock splits, stock dividends and the following to Buyerlike) (a “Major Investor”), as soon as available and in any event within the time periods specifiedinformation set forth below: (a) within sixty 120 days after the end of each fiscal year of the Company, a management report and an income statement for such fiscal year, a balance sheet of the Company and statement of shareholder’s equity as of the end of such year, and a statement of cash flows for such year, such year-end financial reports to be prepared in accordance with U.S. GAAP or International Financial Reporting Standard (60“IFRS”), applied on a consistent basis, and audited and certified by an independent accounting firm; (b) within 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantorthe Company, (i) the a management report and an unaudited consolidated balance sheets profit or loss statement, a statement of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows and summary of bookings for such period fiscal quarter and the portion an unaudited balance sheet as of the fiscal year through the end of such periodfiscal quarter, setting forth on a consolidated basis, prepared in each case in comparative form the figures for the previous year, and (iii) accordance with U.S. GAAP or IFRS applied on a Compliance Certificateconsistent basis; (bc) within one-hundred and twenty (120) 30 days after prior to the end of each fiscal year of Guarantoryear, (i) a budget and business plan for the consolidated balance sheets of Guarantor and its Subsidiaries as at the end of such next fiscal year, (ii) the related consolidated prepared on a monthly basis, including balance sheets and sources of applications of funds statements of income, retained earnings and cash flows for such yearmonths and, audited by a firm of accountants that is then approved as soon as prepared, any other budgets or revised budgets prepared by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and (iv) a Compliance Certificate; (c) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting PackageCompany; (d) any other material agreements, correspondence, copies of all documents or other information not included sent to all shareholders generally, in an Underwriting Package which is related to such Seller or their capacity as shareholders of the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or GuarantorCompany; and (e) copies of any and all material reports filed by the Company with any relevant securities exchange, securities regulatory authority or other similar governmental agency. In addition to the foregoing rights, for so long as any Major Investor holds any shares of the Company, the Company agrees to provide such other information regarding Major Investor upon request with copies of the financial conditioncurrent versions of the Company’s Memorandum and Articles of Association (as amended and restated from time to time) and all agreements relating to any subsequent financings by the Company, operations in each case reflecting all amendments and restatements thereto through such date of request. The copies of the documents provided under this Section 3 may be delivered in either hardcopy or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestelectronic format (Portable Document Format (PDF)).

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to BuyerBuyer and any other Affiliated Hedge Counterparty, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantorquarters, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate, (iv) a schedule listing all assets and liabilities excluded from the Leverage Covenant calculations, as such covenant is set forth in Section 15(b) of the Guarantee Agreement and (v) a written certification by Seller and Guarantor of the market value of all Near Cash Securities as determined by an independent third party valuation agent reasonably acceptable to Buyer, showing all calculations and supporting materials; (b) within oneseventy-hundred and twenty five (12075) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) a projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year, to the extent such is prepared and (ivv) a Compliance Certificate; (c) all reports submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Guarantor made by such accountants, including any management letter commenting on Guarantor’s internal controls; (d) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller Property, on or an Affiliate of any Seller: (i) within thirty (30) days after the end of before each fiscal quarter of such SellerRemittance Date, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, all remittance, servicing, securitization, exception and other reports, if any, and all operating and financial statements and rent rolls of all Underlying ObligorsObligors for all Mortgaged Properties during the prior month, when and modifications as received from an Underlying Obligor, a third-party servicer or updates to the items contained in the Underwriting Packagefrom any other source; (de) all financial statements, reports, notices and other documents that Guarantor sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (f) any other material agreements, correspondence, documents or other information not included in an Underwriting Package on the related Purchase Date, which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller Intermediate Starwood Entity or Guarantor; and (eg) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestrequest including, without limitation, any such information which is otherwise necessary to allow Buyer to monitor compliance with the terms of the Repurchase Documents.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty twenty (6020) days after the end of each calendar month to which such calculation related, copies of the first three estimated unaudited month end calculation of Seller’s and Guarantor’s Net Asset Value, total recourse debt, total assets and Agency Securities and its most recent monthly report of performance; (3b) fiscal quarters within forty five (45) days after the end of each fiscal year quarter of Guarantor, provided that such financial statements are not publicly available on the Guarantor’s website, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries Guarantor, as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings earnings, stockholders’ equity and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; provided, that if Guarantor fails to provide the financial statements, upon notice from Buyer, Guarantor must remedy such failure to deliver financial statements within two (2) Business Days; (bc) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, provided that such financial statements are not publicly available on the Guarantor’s website, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings earnings, stockholders’ equity and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, GAAP and (iv) a Compliance Certificate; (c) with respect ; provided, that if Guarantor fails to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days after provide the end of each fiscal quarter of financial statements, upon notice from Buyer, Guarantor must remedy such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and failure to deliver financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Packagewithin two (2) Business Days; (d) all reports submitted to Seller or Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Seller made by such accountants, including any management letter commenting on Seller’s or Guarantor’s internal controls, provided that such reports and letters are not publicly available on the Guarantor’s website; (e) all financial statements, reports, notices and other documents that Seller or Guarantor sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof, provided that such statements, reports, notices and other documents are not publicly available on the Guarantor’s website; (f) any other material agreements, correspondence, documents or other information not included in an Underwriting Package previously provided to Buyer which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and; (eg) such other information regarding the financial condition, operations or business of such Seller, Seller or Guarantor or any Underlying Obligor as Buyer may reasonably request; (h) a copy of any amendment, modification or supplement to the Investment Management Agreement; (i) within one (1) day of a request by Buyer, oral non-binding estimates of Seller’s or Guarantor’s Net Asset Value; and (j) promptly upon reasonable request by Buyer, information regarding Seller’s or Guarantor’s portfolio, including information regarding asset allocation, leverage and liquidity.

Delivery of Financial Statements and Other Information. Each Seller The Group Companies shall deliver to each of Diviner Limited(“Dehui”), Ctrip, Legend and Ikaria (so long as it holds any Shares of the Company), the following to Buyer, as soon as available and in any event within the time periods specifieddocuments or reports: (ai) within sixty ninety (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty (12090) days after the end of each fiscal year of Guarantorthe Company, a consolidated income statement and statement of cash flows (iif applicable) for the Company for such fiscal year and a consolidated balance sheets sheet for the Company as of Guarantor and its Subsidiaries as at the end of such the fiscal year, (ii) the related consolidated statements of income, retained earnings audited and cash flows for such year, audited certified by a an internationally reputable firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants acceptable to the Majority Shareholders, and a management report including a comparison of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations such fiscal year with the corresponding annual budget, all prepared in accordance with the Accounting Standards consistently applied throughout the period; (ii) within thirty(30) days of Guarantor and its Subsidiaries as at the end of each of the first three fiscal quarters, a consolidated unaudited income statement and statement of cash flow (if applicable) for such fiscal year quarter and a consolidated balance sheet for the Company as of the end of such quarter, and a management report including a comparison of the financial results of such quarter with the corresponding quarterly budget, all prepared in accordance with GAAPthe Accounting Standard consistently applied throughout the period (except for customary year-end adjustments and except for the absence of notes), and (iv) a Compliance Certificatecertified by the chief financial officer of the Company; (c) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (iiii) within thirty twenty (3020) days after the end of each fiscal quarter month, a consolidated unaudited income statement and statement of cash flows (if applicable) for such month and a consolidated balance sheet for the Company as of the end of such Sellermonth, an operation report, bank statements, and a quarterly report comparison of the following: delinquencyfinancial results of such month with the corresponding monthly budget, loss experience, internal risk rating, surveillance, rent roll, occupancy all prepared in accordance with the Accounting Standards consistently applied throughout the period (except for customary year-end adjustments and other property-level informationexcept for the absence of notes), and certified by the chief financial officer of the Company; (iiiv) an annual budget and operating plan, which shall be approved by the Board, no later than the fifteenth (15th) day prior to the first day of each fiscal year, setting forth: the projected detailed budgets, balance sheets, income statements and statements of cash flows (if applicable) during such fiscal year of each Group Company; any dividend or distribution projected to be declared or paid; the projected incurrence, assumption or refinancing of indebtedness; and all other material and major matters relating to the operation, development and business of the Group Companies; (v) within ten five (105) days after receipt or preparation thereof the end of each quarter, an up-to-date capitalization table of the Group Companies setting forth the holders of the Equity Securities of the Group Companies, certified by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements the chief executive officer (the “CEO”) of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package; (d) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or GuarantorCompany; and (evi) such as soon as practicable, any other information regarding reasonably requested by Dehui, Ctrip, Legend or Ikaria (so long as it holds any Shares of the financial conditionCompany), operations including but not limited to, information on the financial, legal, business operation, business strategy, and corporate governance aspects of the Group; provided that the Company shall not be obligated to provide information that, in the reasonable opinion of the CEO of the Company, constitutes trade secrets or business similar confidential information of such Sellerthe Group Company, Guarantor or would or may cause any Underlying Obligor as Buyer may reasonably requestmaterial adverse impact on the business, operation or prospects of the Group Company.

Delivery of Financial Statements and Other Information. Each Seller The Company shall deliver the following to Buyer, as soon as available and in any event within the time periods specifiedeach Major Investor: (a) as soon as practicable, but in any event within sixty one hundred twenty (60120) days after the end of each fiscal year of the Company (i) a balance sheet as of the end of such year, (ii) statements of income and of cash flows for such year, and a comparison between (x) the actual amounts as of and for such fiscal year and (y) the comparable amounts for the prior year and as included in the Budget (as defined in Subsection 3.1(e)) for such year, with an explanation of any material differences between such amounts and a schedule as to the sources and applications of funds for such year, and (iii) a statement of stockholders’ equity as of the end of such year, all such financial statements audited and certified by independent public accountants of regionally recognized standing selected by the Company; (b) as soon as practicable, but in any event within thirty (30) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantorthe Company, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings income and cash flows for such period fiscal quarter, and the portion an unaudited balance sheet and a statement of the fiscal year through stockholders’ equity as of the end of such periodfiscal quarter, setting forth all prepared in each case in comparative form the figures for the previous accordance with GAAP (except that such financial statements may (i) be subject to normal year, -end audit adjustments; and (iiiii) a Compliance Certificatenot contain all notes thereto that may be required in accordance with GAAP); (bc) as soon as practicable, but in any event within one-hundred and twenty thirty (12030) days after the end of each of the first three (3) quarters of each fiscal year of Guarantorthe Company, (i) a statement showing the consolidated balance sheets number of Guarantor shares of each class and its Subsidiaries as series of capital stock and securities convertible into or exercisable for shares of capital stock outstanding at the end of such fiscal yearthe period, the Common Stock issuable upon conversion or exercise of any outstanding securities convertible or exercisable for Common Stock and the exchange ratio or exercise price applicable thereto, and the number of shares of issued stock options and stock options not yet issued but reserved for issuance, if any, all in sufficient detail as to permit the Investors to calculate their respective percentage equity ownership in the Company, and certified by the chief financial officer or chief executive officer of the Company as being true, complete, and correct; (iid) as soon as practicable, but in any event within thirty (30) days of the related consolidated statements end of incomeeach month, retained earnings an unaudited income statement and statement of cash flows for such yearmonth, audited by a firm and an unaudited balance sheet and statement of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon stockholders’ equity as of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of such month, all prepared in accordance with GAAP (except that such financial statements may (i) be subject to normal year-end audit adjustments and for such fiscal year (ii) not contain all notes thereto that may be required in accordance with GAAP, and (iv) a Compliance Certificate); (ce) with respect as soon as practicable, but in any event thirty (30) days before the end of each fiscal year, a budget and business plan for the next fiscal year (collectively, the “Budget”), prepared on a monthly basis, including balance sheets, income statements, and statements of cash flow for such months and, promptly after prepared, any other budgets or revised budgets prepared by the Company; (f) as soon as practicable following their provision to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate the Board of Directors, as applicable, copies of any Seller: forecasts or updates thereto provided to management and/or the Board of Directors (iprovided, however, that the information in this clause (f) shall only be provided to Malin (as defined below)); and (g) as soon as practicable, but in any event within thirty (30) days after the end of each fiscal quarter of such Sellerthe Company, a quarterly report an update on headcount by department and geographic location (provided, however, that the information in this clause (g) shall only be provided to Malin). If, for any period, the Company has any subsidiary whose accounts are consolidated with those of the following: delinquencyCompany, loss experiencethen, internal risk ratingin respect of such period, surveillance, rent roll, occupancy the financial statements delivered pursuant to the foregoing sections shall be the consolidated and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and consolidating financial statements of Underlying Obligors, the Company and modifications or updates all such consolidated subsidiaries. Notwithstanding anything else in this Subsection 3.1 to the items contained contrary, the Company may cease providing the information set forth in this Subsection 3.1 during the Underwriting Package; period starting with the date thirty (d30) any other material agreements, correspondence, documents days before the Company’s good-faith estimate of the date of filing or other information not included in an Underwriting Package which is related submission of a registration statement if it reasonably concludes it must do so to comply with the SEC rules applicable to such Seller or registration statement and related offering; provided that the Purchased Assets, Company’s covenants under this Subsection 3.1 shall be reinstated at such time as soon as possible after the discovery thereof by Company is no longer actively employing its commercially reasonable efforts to cause such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (e) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestregistration statement to become effective.

Delivery of Financial Statements and Other Information. Each Seller The Group Companies shall deliver to each Investor holding at least 10,769,535 Ordinary Shares (on an as-converted basis) the following to Buyer, as soon as available and in any event within the time periods specifieddocuments or reports: (ai) within sixty ninety (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty (12090) days after the end of each fiscal year of Guarantorthe Company, (i) the a consolidated balance sheets income statement and statement of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year and a consolidated balance sheet for the Company as of the end of the fiscal year, audited and certified by the Auditor, and a management report including a comparison of the financial results of such fiscal year with the corresponding annual budget, all prepared in English or Chinese and in accordance with GAAP, and (iv) a Compliance Certificatethe Accounting Standards consistently applied throughout the period; (c) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (iii) within thirty (30) days after of the end of each of the first three fiscal quarters, an unaudited consolidated income statement and statement of cash flows for such quarter and an unaudited consolidated balance sheet for the Company as of the end of such quarter, and a comparison of the financial results of such quarter with the corresponding quarterly budget, all prepared in English or Chinese and in accordance with the Accounting Standards consistently applied throughout the period (except for customary year-end adjustments and except for the absence of notes), and certified by the chief financial officer of the Company; Shareholders Agreement (iii) within thirty (30) days of the end of each month, a consolidated unaudited income statement and statement of cash flows for such month and a consolidated unaudited balance sheet for the Company as of the end of such month, and a comparison of the financial results of such month with the corresponding monthly budget, all prepared in English or Chinese and in accordance with the Accounting Standards consistently applied throughout the period (except for customary year-end adjustments and except for the absence of notes), and certified by the chief financial officer of the Company; (iv) a draft annual capital expenditure and operating budget and strategic plan within fifteen (15) days prior to the end of each fiscal quarter year, setting forth: the projected detailed budgets, balance sheets, income statements and statements of such Sellercash flows on a month-to-month basis for the upcoming fiscal year of each Group Company; any dividend or distribution projected to be declared or paid; the projected incurrence, a quarterly report assumption or refinancing of Indebtedness; and all other material matters relating to the operation, development and business of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package;Group Companies; and (dv) any other material agreements, correspondence, copies of all documents or other information not included in an Underwriting Package which is related sent to all other shareholders and any reports publicly filed by the Company with any relevant securities exchange, regulatory authority or governmental agency, no later than five (5) days after such Seller documents or information are filed by the Purchased Assets, as soon as possible after Company. The Company shall cause the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (e) such other information regarding chief financial officer and the financial condition, operations or business controller of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestthe Company to timely provide the above information.

Delivery of Financial Statements and Other Information. Each Seller The Group Companies shall deliver to each holder of the Preferred Shares (other than the Founders and the FounderCos) the following to Buyer, as soon as available and in any event within the time periods specifieddocuments or reports: (ai) within sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-one hundred and twenty (120) days after the end of each fiscal year, a consolidated income statement and statement of cash flows for the Company for such fiscal year of Guarantor, (i) the and a consolidated balance sheets sheet for the Company as of Guarantor and its Subsidiaries as at the end of such the fiscal year, (ii) the related consolidated statements of income, retained earnings audited and cash flows for such year, audited certified by a an internationally reputable firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standingacceptable to the Majority Holders, which opinion shall not be qualified as to scope of audit or going concern all prepared in English and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and (iv) a Compliance Certificatethe Accounting Standards consistently applied throughout the period; (c) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (iii) within thirty (30) days of the end of each fiscal quarter, an unaudited income statement and statement of cash flows for such quarter and a balance sheet for each Group Company as of the end of such quarter, and a comparison of the financial results of such quarter with the corresponding quarterly budget, all are consolidated and prepared in accordance with the Accounting Standards consistently applied throughout the period (except for customary year-end adjustments and except for the absence of notes); (iii) within twenty (20) days after the end of each fiscal quarter month, an unaudited income statement and statement of cash flows for such month and a balance sheet for each Group Company as of the end of such Sellermonth, a quarterly report all prepared in accordance with the Accounting Standards consistently applied throughout the period (except for customary year-end adjustments and except for the absence of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Packagenotes); (div) any other material agreementsno later than thirty (30) days prior to the beginning of each fiscal year, correspondencethe annual budget and operating plan of the Group Companies for such fiscal year, which shall set forth, among others, the maximum number of Shares (or options thereof) under the ESOP during such fiscal year; (v) copies of all documents or other information not included in an Underwriting Package which is related sent to all other Shareholders and any report publicly filed by the Company with any relevant securities exchange, regulatory authority or governmental agency, no later than five (5) days after such Seller documents or information are filed by the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or GuarantorCompany; and (evi) such as soon as practicable, any other information regarding the financial condition, operations or business reasonably requested by any holder of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestPreferred Shares.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of each of KKR REIT’s fiscal year of Guarantor, years: (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries KKR REIT as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; provided, however, that (A) all such financial statements due to Buyer for the fiscal quarters ending on June 30, 2015 and on September 30, 2015 must be prepared in a manner consistent with those that were delivered to Buyer by KKR REIT prior to the Closing Date, and (B) a separate presentation of Guarantor’s financial information will accompany the financial statements described in this clause (a); (b) within one-one hundred and twenty (120) days after the end of each fiscal year of GuarantorKKR REIT, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries KKR REIT as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standingstanding (provided, however, that Deloitte Consulting LLP or its affiliates or designees shall be deemed to be an acceptable accountant for all purposes under this Agreement), which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries KKR REIT as at the end of and for such fiscal year in accordance with GAAP, and (iv) a certification from such accountants that, in making the examination necessary therefor, no information was obtained of any Default or Event of Default except as specified therein, (v) projections of KKR REIT of the operating budget and cash flow budget of KKR REIT for the following fiscal year, if any, and (vi) a Compliance Certificate; provided, however, that a separate presentation of Guarantor’s financial information will accompany the financial statements described in this clause (b); (c) all reports submitted to KKR REIT by independent certified public accountants in connection with each annual, interim or special audit of the books and records of KKR REIT made by such accountants, including any management letter commenting on KKR REIT’s internal controls; (d) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Sellera Servicer other than Xxxxx Fargo Bank, National Association: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim any Servicer, remittance, servicing, securitization, exception and other reports, if any, and all operating and financial statements and rent rolls of all Underlying ObligorsObligors (including, for each Mezzanine Loan, all such information relating to the underlying Mortgaged Property), and modifications or updates to the items contained in the Underwriting PackageMaterials for all Mortgaged Properties during the prior month, when and as received from Servicer, an Underlying Obligor, a third-party servicer or from any other source; (de) all financial statements, reports, notices and other documents that Guarantor sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (f) within ten (10) days after the end of each month, a report of all proposed sales, repurchases and other transactions with respect to the Purchased Assets, which schedule shall be acceptable to Buyer; (g) within fifteen (15) days after the end of each month, a properly completed Purchased Asset Data Summary, substantially in the form of Exhibit E, with respect to each Purchased Asset; (h) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor Seller or any Affiliate of such Seller or Guarantorits Affiliates; and (ei) such other information regarding the financial condition, operations or business of such Seller, Guarantor Pledgor, Guarantor, Manager or any Underlying Obligor as Buyer may reasonably requestrequest including, without limitation, any such information that is otherwise necessary to allow Buyer to monitor compliance with the terms of the Repurchase Documents.

Delivery of Financial Statements and Other Information. Each Such Seller shall deliver (or cause each Servicer to deliver, as applicable) the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty thirty (6030) days after the end of each of the first three (3) month, each fiscal quarters of quarter and each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) a certification from such accountants that, in making the examination necessary therefor, no information was obtained of any Default or Event of Default except as specified therein, (v) projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year, and (ivvi) a Compliance Certificate; (c) all reports submitted to Guarantor by independent certified public accountants in connection with respect to each Purchased Asset annual, interim or special audit of the books and related underlying Mortgaged Property serviced records of Guarantor made by such accountants, including any Seller or an Affiliate of any Seller: management letter commenting on Guarantor’s internal controls; (id) [reserved]; (e) [reserved]; (f) within thirty eight (30) days 8) Business Days after the end of each fiscal quarter month, the Transaction Report; (g) within eight (8) Business Days after the end of such Sellereach month, a quarterly report properly completed monthly servicing report, substantially in the form of Exhibit M, with respect to each Underlying Asset; (h) on each Purchase Date, the Transaction Request identifying the related Purchased Assets and Underlying Assets, as provided in Section 3.01(a); (i) if the Sub-Limit described in clause (d) of the following: delinquencydefinition thereof is greater than zero percent (0%), loss experiencewithin eight (8) Business Days after the end of each month, internal risk rating, surveillance, rent roll, occupancy an REO Property Summary and other property-level information, and an updated report setting forth each REO Property subject to a Transaction; (iij) [reserved]; (k) [reserved]; (l) [reserved]; (m) within ten five (105) days after receipt any material amendment, modification or preparation thereof supplement has been entered into with respect to any Servicing Agreement, a fully executed copy thereof, certified by such the related Seller or Interim Servicerto be true, remittance, servicing, securitization, exception correct and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Packagecomplete; (dn) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related relevant to such Seller the Repurchase Documents or to any Seller’s ability to perform its obligations thereunder or relevant to the Purchased Assets, as soon as possible after the discovery thereof by such any Seller, Guarantor or any Affiliate of such Seller or Guarantor; (o) as soon as available, and in any event within thirty (30) days of receipt, (x) copies of relevant portions of any final written Agency, FHA, VA and Governmental Authority and investor audits, examinations, evaluations, monitoring reviews and reports of its operations (including those prepared on a contract basis) which provide for or relate to (i) material corrective action required, (ii) material sanctions proposed, imposed or required, including without limitation notices of defaults, notices of termination of approved status, notices of imposition of supervisory agreements or interim servicing agreements, and notices of probation, suspension, or non-renewal, or (iii) ”report cards,” “grades” or other classifications of the quality of any Seller’s operations and (y) any other material issues raised upon examination of any Seller or its facilities by any Governmental Authority; and (ep) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably request.

Delivery of Financial Statements and Other Information. Each Subject to Section 8.08(b) below, Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: (ai) within sixty (60) days after the end of each of the first three (3) fiscal quarters of and each fiscal year of Guarantor, (iA) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (iiB) the related unaudited consolidated statements of income, retained earnings earnings, stockholders equity and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iiiC) a Compliance Certificate; (bii) within one-one hundred and twenty (120) days after the end of each fiscal year of Guarantor, (iA) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (iiB) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iiiC) an opinion a report thereon of independent certified public accountants of recognized national standing, which opinion report shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and (ivD) a Compliance Certificate; (ciii) all reports submitted to and Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of and Guarantor made by such accountants, including any management letter commenting on and Guarantor’s internal controls; (iv) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Sellera Servicer other than Xxxxx Fargo Bank, National Association: (i) within thirty (30) days after the end of each fiscal quarter of such Sellermonth, a quarterly monthly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level property‑level information, and (ii) within ten (10) days after receipt or either the preparation thereof by such Seller, or the receipt by Seller from any Underlying Obligor, any Servicer or Interim Servicerfrom any other source, all remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and all modifications or updates to the items contained in the Underwriting Package; provided that Seller uses reasonable efforts to require each Underlying Obligor to comply with the reporting requirements of the related Purchased Asset Documents; (dv) all financial statements, reports, notices and other documents that sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (vi) all amendments to the Advisory Agreement; (vii) all amendments to any Purchased Asset Documents that are executed after the Purchase Date of each related Purchased Asset, whether or not the related amendment is also a Material Modification; (viii) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller Seller, the Purchased Assets or the Purchased AssetsPledged Collateral, as soon as possible after the discovery thereof by such Seller, Pledgor, Guarantor or any Affiliate of such Seller Seller, Pledgor or Guarantor; and (eix) such other information regarding the financial condition, operations or business of such Seller, Pledgor, Guarantor or any Underlying Obligor as Buyer may reasonably requestrequest including, without limitation, any such information that is otherwise necessary to allow Buyer to monitor compliance with the terms of the Repurchase Documents.

Delivery of Financial Statements and Other Information. Each Seller shall deliver or cause to be delivered the following information to Buyer, as soon as available and in any event within the time periods specified: (a1) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantorcalendar quarter, (iA) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries each Seller Party, as applicable, as at the end of each such period, (ii) period and the related unaudited consolidated statements of income, income and retained earnings and of cash flows for each Seller Party, as applicable, for such period and the portion of the fiscal year through the end of such period, setting forth accompanied by a certificate of a Responsible Officer of Seller or Guarantor, which certificate shall state that said financial statements fairly present in all material respects the financial condition and results of operations of each case Seller Party, as applicable, in comparative form accordance with GAAP, consistently applied, as at the figures for the previous end of, and for, such period (subject to normal year-end adjustments), and (iiiB) a an Officer’s Compliance Certificate; (b2) as soon as available and in any event within one-hundred and twenty ninety (12090) calendar days after the end of each fiscal year of Guarantorthe calendar year, (i) the consolidated balance sheets and the related statements of Guarantor and its Subsidiaries income for each Seller Party, as applicable, as at the end of such fiscal year, (ii) the related consolidated with such balance sheets and statements of income, retained earnings and cash flows for such year, income being audited if reasonably required by Buyer but in any event prepared by a firm of accountants that is then approved by the Public Company Accounting Oversight Boardcertified public accountant in accordance with GAAP, consistently applied, setting forth in each case in comparative form the figures for the previous year, (iii) accompanied by an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or have no “going concern concern” qualification and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries each Seller Party, as applicable, as at the end of of, and for for, such fiscal year in accordance with GAAP, and (iv) a Compliance Certificate; (c) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package; (d) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantorconsistently applied; and (e3) promptly upon the reasonable request by Bxxxx, information regarding each Seller Party’s portfolio including information regarding current portfolio allocation, leverage, liquidity and such other information regarding respecting the condition or operation (financial condition, operations or business otherwise) of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestSeller Party.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: i. within forty-five (a) within sixty (6045) days after the end of each of the first three (3) fiscal quarters of quarter and each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; i. within ninety (b) within one-hundred and twenty (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) a certification from such accountants that, in making the examination necessary therefor, no information was obtained of any Default or Event of Default except as specified therein, and (ivv) projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year, and (vi) a Compliance Certificate; (c) i. all reports submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Guarantor made by such accountants, including any management letter commenting on Guarantor’s internal controls; i. with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Sellera Servicer other than Xxxxx Fargo Bank, National Association: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other propertyforty-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package; (d) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (e) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably request.five

Delivery of Financial Statements and Other Information. Each Seller shall deliver (or cause Servicer to deliver, as applicable) the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty thirty (6030) days after the end of each of the first three (3) month, each fiscal quarters of quarter and each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) a certification from such accountants that, in making the examination necessary therefor, no information was obtained of any Default or Event of Default except as specified therein, (v) projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year, and (ivvi) a Compliance Certificate; (c) all reports submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Guarantor made by such accountants, including any management letter commenting on Guarantor’s internal controls; (d) [reserved]; (e) [reserved]; (f) [reserved]; (g) within eight (8) Business Days after the end of each month, a properly completed Purchased Asset Data Summary, substantially in the form of Exhibit J, with respect to each Purchased Asset Asset; (h) monthly servicing reports, including static pool analyses and related underlying Mortgaged Property serviced by any Seller or an Affiliate liquidity (cash and availability) in the form of any Seller: Exhibit M, which monthly reports shall be due on each Reporting Date; (i) within thirty an updated report setting forth each REO Property subject to a Transaction (30A) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) calendar days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception prior to each Reporting Date and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package(B) on each Reporting Date; (dj) [reserved]; (k) [reserved]; (l) [reserved]; (m) Within five (5) days after any material amendment, modification or supplement has been entered into with respect to the Servicing Agreement, a fully executed copy thereof, certified by Seller to be true, correct and complete; (n) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related relevant to such Seller the Repurchase Documents or to Seller’s ability to perform its obligations thereunder or relevant to the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; (o) as soon as available, and in any event within thirty (30) days of receipt, (x) copies of relevant portions of any final written Agency, FHA, VA and Governmental Authority and investor audits, examinations, evaluations, monitoring reviews and reports of its operations (including those prepared on a contract basis) which provide for or relate to (i) material corrective action required, (ii) material sanctions proposed, imposed or required, including without limitation notices of defaults, notices of termination of approved status, notices of imposition of supervisory agreements or interim servicing agreements, and notices of probation, suspension, or non-renewal, or (iii) “report cards,” “grades” or other classifications of the quality of Seller’s operations and (y) any other material issues raised upon examination of Seller or its facilities by any Governmental Authority; and (ep) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably request.

Delivery of Financial Statements and Other Information. Each Seller So long as an Investor and/or an Affiliate thereof continues to own at least three hundred fifty thousand (350,000) shares of the Company's Preferred Stock or Common Stock issued upon conversion thereof, the Company shall deliver the following to Buyer, as soon as available and in any event within the time periods specifiedeach such Investor: (a) as soon as practicable, but in any event within sixty ninety (6090) days after the end of each fiscal year of the Company, a consolidated statement of operations and consolidated statement of cash flows for such fiscal year, a consolidated balance sheet of the Company and statement of shareholder's equity as of the end of such year, such year-end financial reports to be in reasonable detail, prepared in accordance with generally accepted accounting principles ("gaap"), and audited and certified by independent public accountants selected by the Company; (b) as soon as practicable, but in any event within forty-five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantorthe Company, (i) the an unaudited consolidated balance sheets sheet of Guarantor the Company and its Subsidiaries subsidiaries (if any), as at of the end of each such quarterly period, (ii) the related and unaudited consolidated statements of income, retained earnings operations and statements of cash flows of the Company and its subsidiaries (if any), for such period and the portion of the fiscal year through the end of such quarterly period, setting forth prepared in each case in comparative form the figures for the previous accordance with generally accepted accounting principles (other than accompanying notes), subject to changes resulting from year, and (iii) a Compliance Certificate-end adjustments; (bc) within one-hundred and twenty as soon as practicable, but in any event at least thirty (12030) days after prior to the end of each fiscal year of Guarantor, (i) the consolidated balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings a budget and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures business plan for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such next fiscal year in accordance and, as soon as prepared, any other budgets or revised budgets, reports of adverse developments, management letters, communications with GAAPshareholders, press releases, registration statements and (iv) a Compliance Certificate;any other such information; and (cd) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days as soon as practicable, after the end of the first and second month of each fiscal quarter of such Sellerquarterly accounting period, if available, a quarterly report consolidated balance sheet of the following: delinquencyCompany and its subsidiaries (if any), loss experienceas of the end of each such monthly period, internal risk ratingand, surveillanceif available, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial consolidated statements of Underlying Obligorsoperations and consolidated statements of cash flows of the Company and its subsidiaries (if any), for such period, prepared in accordance with generally accepted accounting principles (other than accompanying notes), subject to changes resulting from quarter-end and modifications or updates to the items contained in the Underwriting Packageyear-end adjustments; (d) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (e) such other provided, however, that the Company shall not be obligated under any subsection of this Section 2.1 to provide information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestwhich it deems in good faith to be a trade secret.

Delivery of Financial Statements and Other Information. Each Seller The Company shall deliver to each Major Investor (other than a Major Investor reasonably deemed by the following Company to Buyerbe a competitor of the Company) and to Xxxxx Xxxxxxx, so long as he continues to hold 500,000 shares of Common Stock (as adjusted in the event of any stock dividend, stock split, combination or other similar recapitalization): (a) as soon as available and practicable, but in any event within 120 days after the time periods specified:end of each fiscal year of the Company, an income statement for such fiscal year, a balance sheet of the Company and statement of shareholder’s equity as of the end of such year, and a statement of cash flows for such year and a comparison between the actual figures for such year, the comparable figures for the prior year and the comparable figures included in the Budget (defined below) for such year, with an explanation of any material differences, and a schedule as to the sources and applications of funds for such year, such year-end financial reports to be in reasonable detail, prepared in accordance with generally accepted accounting principles (“GAAP”), and, beginning with the financial statements for the fiscal year ending December 2009 unless otherwise determined by the Company’s Board of Directors (including any directors designated by the holders of the Preferred Stock), audited and certified by an independent public accounting firm of nationally recognized standing selected by the Company; (ab) as soon as practicable, but in any event within sixty (60) 45 days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantorthe Company, an unaudited profit or loss statement, a statement of cash flows for such fiscal quarter, a schedule as to the sources and application of funds for such fiscal quarter and an unaudited balance sheet and statement of stockholders’ equity as of the end of such fiscal quarter; (ic) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at soon as possible, but in any event within 30 days prior to the end of each such periodfiscal year, a budget and business plan for the next fiscal year (ii) the related unaudited consolidated “Budget”), prepared on a monthly basis, including balance sheets and sources and applications of funds statements of income, retained earnings and cash flows for such period and months and, as soon as prepared, any material updates to the portion of Budget that are prepared by the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance CertificateCompany; (bd) as soon as practicable, but in any event within one-hundred and twenty (120) 45 days after the end of each fiscal year quarter, a detailed capitalization chart in sufficient detail as to permit the Major Investors to calculate their respective percentage ownership of Guarantor, (i) the consolidated balance sheets of Guarantor Company and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved certified by the Public Chief Financial Officer or Chief Executive Officer of the Company Accounting Oversight Boardas being true, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern complete and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and (iv) a Compliance Certificatecorrect; (ce) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package; (d) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible reasonably practicable, and in any event within 10 days after an executive officer of the discovery thereof by such Seller, Guarantor or Company has knowledge of the commencement of any Affiliate of such Seller or Guarantormaterial legal proceeding against the Company; and (eg) such other information regarding relating to the financial condition, operations business, prospects or business corporate affairs of the Company as the Major Investor may from time to time reasonably request, including, without limitation, management letters, communications with stockholders, press releases and registration statements. If, for any period, the Company has any subsidiary whose accounts are consolidated with those of the Company, then in respect of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestperiod the financial statements delivered pursuant to the foregoing sections shall be the consolidated and consolidating financial statements of the Company and all such consolidated subsidiaries.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified:: -64- LEGAL02/38049601v7 (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; ; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, GAAP and (iv) a Compliance Certificate; ; (c) notice of material audit findings or other information submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Guarantor made by such accountants that would impact the audit opinion upon disclosure to the Guarantor’s audit committee, and notice of any management letter issued to Guarantor by its independent certified public accountants; (d) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Sellera Servicer other than Xxxxx Fargo Bank, National Association: (i) within thirty sixty (3060) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, rating and surveillance, rent roll, occupancy and other property-level information, and (ii) within ten fifteen (1015) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception the end of each month (x) remittance and other servicing reports, (y) any and all operating and financial statements of and rent rolls received from all Underlying ObligorsObligors (including for each Mezzanine Loan, all such information relating to the underlying Mortgaged Property), and modifications or updates to the items contained (z) a completed Purchased Asset Data Summary, substantially in the Underwriting Package; form of Exhibit E, with respect to each Asset; (de) all financial statements, reports, notices and other documents that Guarantor sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (f) [intentionally omitted]; (g) [intentionally omitted]; (h) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; andand -65- LEGAL02/38049601v7 (ei) such other information regarding (i) the financial condition, operations or business of such each Seller Party or any Underlying Obligor and (ii) only to the extent they relate to the foregoing or the Purchased Assets, the operations or business of Manager (to the extent reasonably available to or reasonably obtainable by any of Seller, Guarantor or any Underlying Obligor employees of Manager who are dedicated to Guarantor), each as Buyer may reasonably requestrequest including, without limitation, any such information that is otherwise necessary to allow Buyer to monitor compliance with the terms of the Repurchase Documents. (j) any material change in accounting policies or financial reporting practices by Seller or Guarantor or notice from Seller’s or Guarantor’s accountants; (k) [intentionally omitted]; and (l) any amendment to the Governing Documents of Guarantor or any amendment or supplement to any prospectus issued by Guarantor contemporaneously with the public filing of the same, which in either case may be delivered to Buyer by email.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to BuyerBuyer and any Affiliated Hedge Counterparty, as soon as available and in any event within the time periods specifiedspecified (in each case, except to the extent filed with the United States Securities and Exchange Commission and available publicly). Notwithstanding the requirements below, the requirement to deliver financial statements will be satisfied at any such time as such financial statements are publicly posted on the official website of Parent or appropriately filed with the United States Securities and Exchange Commission and available publicly: (a) within sixty forty (6045) days after the end of each fiscal quarter of the first three (3) fiscal quarters of each fiscal year of GuarantorParent, (i1) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries Parent as at the end of each such period, (ii2) the related unaudited consolidated statements of incomeoperations, retained earnings stockholders’ equity and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii3) a Compliance CertificateCertificate with respect to the financial information provided in this Section 8.06(a); (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of GuarantorParent, (i) the consolidated publicly filed audited balance sheets of Guarantor and its Subsidiaries each of Parent as at the end of such fiscal year, (ii) the publicly filed related consolidated statements of incomeoperations, retained earnings stockholders’ equity and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an a publicly filed opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries Parent as at the end of and for such fiscal year in accordance with GAAP, (iv) in the event that Parent is not a publicly traded company, a publicly filed certification from such accountants that, in making the examination necessary therefor, no information was obtained of any Default or Event of Default except as specified therein, and (ivv) a Compliance Certificate; (c) with respect any management letter commenting on Seller’s internal controls submitted to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days after the end of Guarantor by independent certified public accountants in connection with each fiscal quarter of such Sellerannual, a quarterly report interim or special audit of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy books and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof records of Seller made by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Packageaccountants; (d) all financial statements, reports, notices and other documents that Seller sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (e) any other material agreements, correspondence, documents or other information not included in an Underwriting Package previously provided to Buyer which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor Seller or any Affiliate of such Seller or GuarantorSeller; and (ef) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor Seller as Buyer may reasonably request.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: (a) within no later than the earlier of (x) sixty (60) days after the end of each of the first three (3) fiscal quarters and (y) simultaneously with the filing of each fiscal year of Guarantorthe related reports with the Securities and Exchange Commission, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty no later than the earlier of (120x) ninety (90) days after the end of each fiscal year of GuarantorGuarantor and (y) simultaneously with the filing of the related reports with the Securities and Exchange Commission, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) a projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year, to the extent such is prepared and (ivv) a Compliance Certificate; (c) all reports submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Guarantor made by such accountants, including any management letter commenting on Guarantor’s internal controls; (d) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller Property, on or an Affiliate of any Seller: (i) within thirty (30) days after the end of before each fiscal quarter of such SellerRemittance Date, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, all remittance, servicing, securitization, exception and other reports, if any, and all operating and financial statements and rent rolls of all Underlying ObligorsObligors for all Mortgaged Properties during the prior month, when and modifications as received from an Underlying Obligor, a third-party servicer or updates to the items contained in the Underwriting Packagefrom any other source; (de) all financial statements, reports, notices and other documents that Guarantor sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (f) any other material agreements, correspondence, documents or other information not included in an Underwriting Package on the related Purchase Date, which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller Pledgor or Guarantor; and (eg) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestrequest including, without limitation, any such information which is otherwise necessary to allow Buyer to monitor compliance with the terms of the Repurchase Documents. Documents required to be delivered pursuant to this Section 8.09 may be delivered by electronic communication (including email or otherwise) and if so delivered, shall be deemed to have been delivered on the date (i) on which the applicable party transmits such documents via email, or (ii) on which such documents are posted on the applicable party’s behalf on an internet or intranet website, if any, to which the Buyer has access (whether a commercial, third party website or whether sponsored by the Buyer, so long as Guarantor delivers email notice thereof to Buyer on the date of any such electronic posting of any such information, describing such posted materials in reasonable detail, together with an electronic link thereto).

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: : - 61 - • within forty-five (a) within sixty (6045) days after the end of each of the first three (3) fiscal quarters of quarter and each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; ; • within ninety (b) within one-hundred and twenty (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and (iv) a certification from such accountants that, in making the examination necessary therefor, no information was obtained of any Default or Event of Default except as specified therein, (v) projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year, and (vi) a Compliance Certificate; (c) ; • all reports submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Guarantor made by such accountants, including any management letter commenting on Guarantor’s internal controls; • with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Sellera Servicer other than Xxxxx Fargo Bank, National Association: (i) within thirty forty-five (3045) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim any Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package; Materials; • all financial statements, reports, notices and other documents that Guarantor sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; • within ten (d10) Business Days after the end of each month, a report of all proposed sales, repurchases and other transactions with respect to the Purchased Assets, which schedule shall be acceptable to Buyer; • any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible promptly after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (e) and • such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably request.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available reasonably practicable and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) first, second and third fiscal quarters of each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings earnings, stockholders equity and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present in all material respects the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and (iv) a Compliance Certificate; (c) [reserved]; (d) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: Property, within fifteen (i) within thirty (3015) days after receipt from the Underlying Obligor each month (or, if the Underlying Obligor is not required to report monthly, within fifteen (15) days after receipt from Underlying Obligor after the end of each fiscal quarter of such Seller, Underlying Obligor): a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-property level information, information and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors (to the extent received by Seller from the Underlying Obligors), and all material modifications or updates to the items contained in the Underwriting Package; provided that Seller shall use commercially reasonable efforts to require each Underlying Obligor to comply with the reporting requirements of the related Purchased Asset Documents; (de) [reserved]; (f) within ten (10) days after the end of each month, a report of all proposed sales, repurchases and other transactions with respect to the Purchased Assets, which schedule shall be in a form acceptable to Buyer; (g) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible reasonably practicable after the discovery thereof by such Seller, Guarantor any Seller Party or any Affiliate subsidiary of such any Seller or Guarantor; andParty; (eh) no later than ten (10) Business Days before the effectiveness thereof, notice of any amendment to the Governing Documents of Guarantor that would have a material adverse impact on Buyer’s interests; (i) all amendments to any Purchased Asset Documents that are executed after the Purchase Date of each Purchased Asset, whether or not the related amendment is also a Material Modification; (j) such other information regarding the financial condition, operations or business of such Seller, Guarantor any Seller Party or any Underlying Obligor as Buyer may reasonably requestrequest including, without limitation, any such information that is otherwise necessary to allow Buyer to monitor compliance with the terms of the Repurchase Documents; and (k) upon the request of Xxxxx, updated Appraisals of the Mortgaged Properties relating to the Purchased Assets, which, subject to the limitation in the last sentence of Section 18.20, shall be at Seller’s sole cost and expense.

Delivery of Financial Statements and Other Information. Each Seller Borrower shall deliver the following to BuyerLender and Master Servicer, as soon as available and in any event within the time periods specified: (a) within sixty thirty (6030) days after the end of each of the first three (3) fiscal quarters of month and each fiscal year of Guarantor, quarter (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries Servicer as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred forty (40) days after the end of each month, (i) the consolidating financial statements of Limited Guarantor as of the end of each month and twenty (120ii) a Compliance Certificate; (c) within ninety (90) days after the end of each fiscal year of GuarantorServicer, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries Servicer as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries Servicer as at the end of and for such fiscal year in accordance with GAAP, and (iv) a certification from such accountants that, in making the examination necessary therefor, no information was obtained of any Default or Event of Default except as specified therein, (v) projections of Servicer of the operating budget and cash flow budget of Servicer for the following fiscal year, and (vi) a Compliance CertificateCertificate of Borrower; (cd) all reports submitted to Servicer by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Servicer made by such accountants, including any management letter commenting on Servicer’s internal controls; (e) with respect to each Purchased Asset Mortgage Loan and related underlying Underlying Mortgaged Property serviced by any Seller Borrower or an Affiliate of any SellerBorrower: (i) within thirty (30) days after the end of each fiscal quarter of such SellerBorrower, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller Borrower or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting PackageMaterials; (df) all financial statements and material reports, notices and other documents that Servicer sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (g) within eight (8) days after the end of each calendar month, (i) a report of all proposed sales, repurchases and other transactions with respect to the Mortgage Loans, which schedule shall be acceptable to Lender; (ii) a properly completed Mortgage Loan Data Summary, substantially in the form of Exhibit L, with respect to each Mortgage Loan; (iii) servicing reports for the prior Collection and Reporting Period, including identification of any modifications to any Mortgage Loans; (iv) servicing data feeds for the prior Collection and Reporting Period detailing Mortgage Loan level attributes; and (v) servicing reports identifying the aggregate outstanding servicing advances (including without limitation Protective Servicing Advances) made by Borrower or Servicer with respect to the Mortgage Loans. (h) on each Business Day, a report identifying (a) the Pledged Mortgage Loans which have converted to REO Property as a result of foreclosure (or other resolution) on such day, (b) the amount of the reduction to the Borrowing Base as a result of such Pledged Mortgage Loans no longer being Eligible Mortgage Loans, and (c) the amount of the Borrowing Base Deficiency (if any) on such day; (i) [Reserved]; (j) within five (5) days after any material amendment, modification or supplement to the Servicing Agreement a certified, fully executed copy of such amendment, modification or supplement; (k) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller Borrower or the Purchased AssetsMortgage Loan, as soon as possible after the discovery thereof by Borrower or any Affiliate thereof; (l) as soon as available, and in any event within thirty (30) days of receipt, (x) copies of relevant portions of any final written Agency and Governmental Authority and investor audits, examinations, evaluations, monitoring reviews and reports of its operations (including those prepared on a contract basis) which provide for or relate to (i) material corrective action required, (ii) material sanctions proposed, imposed or required, including without limitation notices of defaults, notices of termination of approved status, notices of imposition of supervisory agreements or interim servicing agreements, and notices of probation, suspension, or non-renewal, or (iii) “report cards,” “grades” or other classifications of the quality of Borrower’s operations and (y) any other material issues raised upon examination of Borrower or their facilities by any Governmental Authority; (m) promptly upon reasonable request by Lender, information regarding Borrower’s or Limited Guarantor’s portfolio including information regarding asset allocation, leverage, liquidity, and such Sellerother information respecting the condition or operations, (financial or otherwise), of Borrower, Limited Guarantor, Servicer, or Investment Advisor; (n) (x) the first date on which a margin call or margin calls (however defined or described in the applicable underlying Indebtedness documents) in excess of $1,000,000 or other similar request is/are made upon Borrower, Servicer, Limited Guarantor or any Affiliate thereof (each a “Borrower Party”) in the aggregate to post additional cash or assets in connection with any Indebtedness on or after the Effective Date, and (y) thereafter, at any time a margin call or margin calls (however defined or described in the applicable underlying Indebtedness documents) in excess of $1,000,000 or other similar request is/are made upon any Borrower Party in the aggregate to post additional cash or assets in connection with any Indebtedness since the most recent to occur of (i) the date on which Borrower shall have provided a notice to Lender under this Section 8.09(n) or (ii) the date of the immediately preceding financial statement of any such Borrower Party, in each case Borrower shall promptly (and in no event later than two (2) days after any such margin call or request) give Lender notice of any such margin call or request which details (A) the amount of such Seller margin call, (B) the time period for such margin call to be satisfied, (C) how satisfied (in cash or Guarantorother assets) and (D) which facility the margin call was issued under; and (eo) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor Servicer as Buyer Lender may reasonably request.

Delivery of Financial Statements and Other Information. Each Such Seller shall deliver (or cause each Servicer to deliver, as applicable) the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty thirty (6030) days after the end of each of the first three (3) month, each fiscal quarters of quarter and each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) a certification from such accountants that, in making the examination necessary therefor, no information was obtained of any Default or Event of Default except as specified therein, (v) projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year, and (ivvi) a Compliance Certificate; (c) all reports submitted to Guarantor by independent certified public accountants in connection with respect to each Purchased Asset annual, interim or special audit of the books and related underlying Mortgaged Property serviced records of Guarantor made by such accountants, including any Seller or an Affiliate of any Seller: management letter commenting on Guarantor’s internal controls; (id) [reserved]; (e) [reserved]; (f) within thirty eight (30) days 8) Business Days after the end of each fiscal quarter month, the Transaction Report; (g) within eight (8) Business Days after the end of such Sellereach month, a quarterly report properly completed monthly servicing report, substantially in the form of Exhibit M, with respect to each Underlying Asset; (h) on each Purchase Date, the following: delinquencyTransaction Request identifying the related Purchased Assets and Underlying Assets, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and as provided in Section 3.01(a); (iii) within ten eight (108) Business Days after the end of each month, an REO Property Summary and an updated report setting forth each REO Property subject to a Transaction; (j) [reserved]; (k) [reserved]; (l) [reserved]; (m) within five (5) days after receipt any material amendment, modification or preparation thereof supplement has been entered into with respect to any Servicing Agreement, a fully executed copy thereof, certified by such the related Seller or Interim Servicerto be true, remittance, servicing, securitization, exception correct and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Packagecomplete; (dn) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related relevant to such Seller the Repurchase Documents or to any Seller’s ability to perform its obligations thereunder or relevant to the Purchased Assets, as soon as possible after the discovery thereof by such any Seller, Guarantor or any Affiliate of such Seller or Guarantor; (o) as soon as available, and in any event within thirty (30) days of receipt, (x) copies of relevant portions of any final written Agency, FHA, VA and Governmental Authority and investor audits, examinations, evaluations, monitoring reviews and reports of its operations (including those prepared on a contract basis) which provide for or relate to (i) material corrective action required, (ii) material sanctions proposed, imposed or required, including without limitation notices of defaults, notices of termination of approved status, notices of imposition of supervisory agreements or interim servicing agreements, and notices of probation, suspension, or non-renewal, or (iii) ”report cards,” “grades” or other classifications of the quality of any Seller’s operations and (y) any other material issues raised upon examination of any Seller or its facilities by any Governmental Authority; and (ep) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably request.

Delivery of Financial Statements and Other Information. Each Seller Guarantor shall deliver or cause to be delivered the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty ninety (6090) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantor, (i) the unaudited a consolidated balance sheets sheet of Guarantor and its Subsidiaries as at the end of each such periodfiscal year, (ii) and the related unaudited consolidated statements of incomeincome or operations, retained earnings changes in shareholders’ equity, and cash flows for such period and the portion of the fiscal year through the end of such periodyear, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and (iii) prepared in accordance with GAAP, audited and accompanied by a Compliance Certificate;report and opinion of an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative Agent, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit; and (b) within oneforty-hundred and twenty five (12045) days after the end of each of the first three fiscal quarters of each fiscal year of Guarantor, (i) the consolidated a balance sheets sheet of Guarantor and its Subsidiaries as at the end of such fiscal yearquarter, (ii) the related consolidated statements of incomeincome or operations for such fiscal quarter and for the portion of Guarantor’s fiscal year then ended, retained earnings and the related consolidated statements of changes in shareholders’ equity, and cash flows for such yearthe portion of Guarantor’s fiscal year then ended, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, in each case setting forth in each case in comparative form form, as applicable, the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, (iii) an opinion thereon all in reasonable detail, certified by the chief executive officer, chief financial officer, treasurer or controller of independent certified public accountants of recognized national standing, which opinion shall not be qualified Guarantor as to scope of audit or going concern and shall state that said financial statements fairly present presenting the financial condition and condition, results of operations operations, shareholders’ equity and cash flows of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes. Documents required to be delivered pursuant to the foregoing may be delivered by electronic communication (ivincluding email or otherwise) a Compliance Certificate; (c) with respect and if so delivered, shall be deemed to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: have been delivered on the date (i) within thirty (30) days after on which the end of each fiscal quarter of applicable party transmits such Sellerdocuments via email, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt on which the applicable party posts such documents, or preparation thereof by such Seller or Interim Servicerprovides a link thereto, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates on the applicable party’s website on the Internet at at the website address listed on Schedule I to the items contained in Sixth Amendment to Master Repurchase Agreement (which website address may be updated by Seller by notice to Buyer), or (iii) on which such documents are posted on the Underwriting Package; applicable party’s behalf on an Internet or intranet A&R Limited Guaranty website, if any, to which Buyer has access (d) any other material agreementswhether a commercial, correspondence, documents third-party website or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof whether sponsored by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (e) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestBuyer).

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to BuyerBuyer and any other Affiliated Hedge Counterparty, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantorquarters, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate, (iv) a schedule listing all assets and liabilities excluded from the Leverage Covenant calculations, as such covenant is set forth in Section 15(b) of the Guarantee Agreement and (v) a written certification by Seller and Guarantor of the market value of all Near Cash Securities as determined by an independent third party valuation agent reasonably acceptable to Buyer, showing all calculations and supporting materials; (b) within oneseventy-hundred and twenty five (12075) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) a projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year, to the extent such is prepared and (ivv) a Compliance Certificate; (c) all reports submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Guarantor made by such accountants, including any management letter commenting on Guarantor’s internal controls; (d) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller Property, on or an Affiliate of any Seller: (i) within thirty (30) days after the end of before each fiscal quarter of such SellerRemittance Date, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, all remittance, servicing, securitization, exception and other reports, if any, and all operating and financial statements and rent rolls of all Underlying ObligorsObligors for all Mortgaged Properties during the prior month, when and modifications as received from an Underlying Obligor, a third‑party servicer or updates to the items contained in the Underwriting Packagefrom any other source; (de) all financial statements, reports, notices and other documents that Guarantor sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (f) any other material agreements, correspondence, documents or other information not included in an Underwriting Package on the related Purchase Date, which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller Intermediate Starwood Entity or Guarantor; and (eg) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestrequest including, without limitation, any such information which is otherwise necessary to allow Buyer to monitor compliance with the terms of the Repurchase Documents.

Delivery of Financial Statements and Other Information. Each Seller The Company shall deliver the following to Buyer, as soon as available and in any event within the time periods specifiedeach Preferred Holder: (a) as soon as practicable, but in any event within sixty ninety (6090) days after the end of each fiscal year of the Company, (i) a consolidated income statement for such fiscal year, a consolidated balance sheet of the Company and statement of shareholders’ equity as of the end of such year, and a consolidated statement of cash flows for such year, such annual financial reports to be in reasonable detail, prepared in accordance with US GAAP or IAS with US GAAP adjustments (in each case consistently applied throughout the period), and audited and certified by a “Big Four” accounting firm and (ii) a management report that includes a comparison of financial results with the corresponding annual budget; (b) as soon as practicable, but in any event within forty five (45) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantorthe Company, (i) the an unaudited consolidated balance sheets income statement and consolidated statement of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth quarter prepared in accordance with US GAAP or IAS with US GAAP adjustments (in each case in comparative form consistently applied throughout the figures period except for year-end adjustments and except for the previous year, absence of notes) and (iii) a Compliance Certificate; (b) within one-hundred and twenty (120) days after the end of each fiscal year of Guarantor, (i) the an unaudited consolidated balance sheets sheet as of Guarantor and its Subsidiaries as at the end of such fiscal year, quarter and (ii) a management report that includes a comparison of financial results with the related consolidated statements corresponding quarterly budget; (c) as soon as practicable, but in any event at least thirty (30) days prior to the beginning of income, retained earnings and cash flows for such each fiscal year, audited by a firm budget for the upcoming fiscal year; (d) copies of accountants that is then approved any reports filed by the Public Company Accounting Oversight Boardwith any relevant securities exchange, setting forth in each case in comparative form regulatory authority or governmental authority; (e) such other financial and operating information that the figures for Preferred Holders may reasonably request from time to time; and (f) with respect to all information provided pursuant to subsections (a) and (b) of this Section 3.1, an instrument executed by the previous yearChief Executive Officer or the Chief Financial Officer of the Company certifying that all information provided therein is true, (iii) an opinion thereon of independent certified public accountants of recognized national standingcorrect and not misleading and, which opinion shall not be qualified as with respect to scope of audit or going concern and shall state any financial statements, that said such financial statements fairly present the financial condition of the Company as of the date specified and its results of operations operation for the period specified and do not included a misstatement of Guarantor a material fact or omit a material fact necessary to make the statements therein, under the circumstances in which they were made, not misleading. The Company shall permit each Preferred Holder, at such Preferred Holder’s expense, to visit and inspect any Group Company’s properties, to examine its Subsidiaries books of account and records and to discuss any Group Company’s affairs, finances and accounts with its officers, directors, accountants, legal counsel and investment bankers, all as at may be reasonably requested by the end Preferred Holder and permitted under relevant PRC laws, governmental regulations and policies; provided that the Preferred Holder has given the Company prior written notice of the proposed inspection and for any such fiscal year in accordance with GAAPinspection is accompanied by a Company representative; and provided, and (iv) a Compliance Certificate; (c) with respect further, that each Preferred Holder shall utilize appropriate internal controls to each Purchased Asset and related underlying Mortgaged Property serviced by ensure that any Seller or an Affiliate of any Seller: (i) within thirty (30) days after the end of each fiscal quarter representative of such Seller, a quarterly report Preferred Holder that obtains proprietary information of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt Company pursuant to this paragraph shall not disclose or preparation thereof discuss such information with such Preferred Holder’s employees engaged in business operations unrelated to the investment by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained Preferred Holder in the Underwriting Package; (d) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (e) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestCompany.

Delivery of Financial Statements and Other Information. Each Seller shall deliver or cause to be delivered the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty forty‑five (6045) days after the end of each of the first three (3) fiscal quarters of each fiscal year quarter of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Consolidated Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of incomeoperations, retained earnings stockholders' equity and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case the information required to be in comparative form the figures for the previous yeara 10‑Q, and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of incomeoperations, retained earnings stockholders' equity and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of an independent certified public accountants accountant of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) while Guarantor is a public company, any certification from such accountants required to be publicly filed or, from and after the time Guarantor is no longer a public company, a certification from such accountants that, in making the examination necessary therefor, no information was obtained of any Default or Event of Default except as specified therein, (v) projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year, and (ivvi) a Compliance Certificate; (c) all reports submitted to Seller or Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Seller or Guarantor made by such accountants, including any management letter commenting on Seller's or Guarantor's internal controls; (d) with respect to each Purchased Asset and related underlying Underlying Mortgaged Property serviced or sub-serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim any Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package; (de) all financial statements, reports, notices and other documents that Guarantor sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (f) any other material agreements, correspondence, documents or other information not included in an the Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor Seller or any Affiliate of such Seller or Guarantorother Repurchase Party; and (eg) such other information regarding the financial condition, operations or business of such Seller, Guarantor, any Consolidated Subsidiaries of Guarantor or any Underlying Obligor as Buyer may reasonably request. Notwithstanding the foregoing, the requirement to deliver financial statements will be satisfied at any such time as such financial statements are publicly posted on the official web site of the Guarantor or appropriately filed with the United States Securities and Exchange Commission, so long as such financial statements are accessible by Buyer.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to BuyerBuyer and any other Affiliated Hedge Counterparty, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of quarter and each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate, (iv) a schedule listing all assets and liabilities excluded from the Leverage Covenant calculations, as such covenant is set forth in Section 15(b) of the Guarantee Agreement and (v) a written certification by Seller and Guarantor of the market value of all Near Cash Securities as determined by an independent third party valuation agent reasonably acceptable to Buyer, showing all calculations and supporting materials; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) a projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year, to the extent such is prepared and (ivv) a Compliance Certificate; (c) all reports submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Guarantor made by such accountants, including any management letter commenting on Guarantor’s internal controls; (d) with respect to each Purchased Asset and related underlying Underlying Mortgaged Property serviced by any Seller Property, on or an Affiliate of any Seller: (i) within thirty (30) days after the end of before each fiscal quarter of such SellerRemittance Date, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, all remittance, servicing, securitization, exception and other reports, if any, and all operating and financial statements and rent rolls of all Underlying ObligorsObligors for all Mortgaged Properties during the prior month, when and modifications as received from Sub-Servicer, an Underlying Obligor, a third-party servicer or updates to the items contained in the Underwriting Packagefrom any other source; (de) all financial statements, reports, notices and other documents that Guarantor sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (f) any other material agreements, correspondence, documents or other information not included in an Underwriting Package on the related Purchase Date, which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller Intermediate Starwood Entity or Guarantor; and (eg) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestrequest including, without limitation, any such information which is otherwise necessary to allow Buyer to monitor compliance with the terms of the Repurchase Documents.

Delivery of Financial Statements and Other Information. Each Seller Borrower shall deliver the following furnish to Buyer, as soon as available Agent and in any event within the time periods specifiedeach Lender: (ai) within sixty (60) 45 days after the end of each of the first three (3) fiscal quarters quarterly periods of each fiscal year of GuarantorBorrower, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries Borrower as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such periodperiod and statements of income (loss), setting forth in each case in comparative form the figures stockholders’ equity and cash flow for the previous yearquarter and fiscal year to date periods, all prepared on a Consolidated basis, in accordance with GAAP, and (iii) in form and detail satisfactory to Agent and the Lenders and certified by a Compliance CertificateFinancial Officer, provided that with respect to any fiscal quarter for which financial statements are required to be delivered pursuant to this subpart, delivery of Borrower’s Form 10-Q as filed with the SEC for any such fiscal quarter shall satisfy the requirements of this subpart; (bii) within one-hundred and twenty (120) 90 days after the end of each fiscal year of GuarantorBorrower, (i) the consolidated balance sheets an annual audit report of Guarantor and its Subsidiaries as at the end of such fiscal yearBorrower for that year prepared on a Consolidated basis, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and in form and detail satisfactory to Agent and certified by an independent public accountant satisfactory to Agent and the Required Lenders, which report shall include balance sheets and statements of income (ivloss), stockholders’ equity and cash-flow for that period, together with a certificate by the accountant setting forth any Defaults and Events of Default coming to its attention during the course of its audit or, if none, a statement to that effect, provided that with respect to any fiscal year for which financial statements are required to be delivered pursuant to this subpart, delivery of Borrower’s Form 10-K as filed with the SEC for any such fiscal year shall satisfy the requirements of this subpart; (iii) concurrently with the delivery of the financial statements in (i) and (ii) above, a Compliance Certificate; (civ) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package; (d) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof available, copies of (A) each financial statement, report, notice or proxy statement sent by such Seller, Guarantor Borrower or any Affiliate of such Seller Material Subsidiary to public securities holders generally and (B) each regular or Guarantorperiodic report, each registration statement that shall have become effective and each final prospectus and all amendments thereto filed by Borrower or any Material Subsidiary with the SEC; and (ev) within 10 days of the written request of Agent or any Lender, such other information regarding about the financial condition, properties and operations of any Company as Agent or business of such Seller, Guarantor or any Underlying Obligor as Buyer Lender may from time to time reasonably request, including, without limitation, consolidating financial statements of the Companies, which information shall be submitted in form and detail satisfactory to Agent or such Lender and certified by a Financial Officer of the Company or Companies in question.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of quarter and each fiscal year of Seller and Guarantor, provided that such financial statements are not publicly available on the websites of the Securities Exchange Commission, (i) the unaudited consolidated balance sheets of Guarantor each of Seller (if there are any such balance sheets for Seller) and its Subsidiaries Guarantor, each as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings earnings, stockholders' equity and cash flows for such period and the portion of the fiscal year through the end of such periodperiod for each of Seller (if there are any such statements for Seller) and Guarantor, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings earnings, stockholders' equity and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) a certification from such accountants that, in making the examination necessary therefor, no information was obtained of any Default or Event of Default except as specified therein, and (ivv) a Compliance Certificate; (c) with respect all reports, if any, submitted to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days after the end of Guarantor by independent certified public accountants in connection with each fiscal quarter of such Sellerannual, a quarterly report interim or special audit of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy books and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof records of Seller made by such Seller accountants, including any management letter commenting on Seller's or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting PackageGuarantor's internal controls; (d) all financial statements, reports, notices and other documents that Guarantor sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (e) any other material agreements, correspondence, documents or other information not included in an Underwriting Package previously provided to Buyer which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (ef) such other information regarding the financial condition, operations or business of such Seller, Seller or Guarantor or any Underlying Obligor as Buyer may reasonably request.

Delivery of Financial Statements and Other Information. Each Seller shall deliver or cause to be delivered the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of each fiscal year quarter of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Consolidated Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of incomeoperations, retained earnings stockholders’ equity and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case the information required to be in comparative form the figures for the previous yeara 10-Q, and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of incomeoperations, retained earnings stockholders’ equity and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of an independent certified public accountants accountant of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) while Guarantor is a public company, any certification from such accountants required to be publicly filed or, from and after the time Guarantor is no longer a public company, a certification from such accountants that, in making the examination necessary therefor, no information was obtained of any Default or Event of Default except as specified therein, (v) projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year, and (ivvi) a Compliance Certificate; (c) any management letter submitted to Seller or Guarantor by independent certified public accountants in connection with each annual or interim audit of the books and records of Seller or Guarantor made by such accountants relating to internal controls; (d) with respect to each Purchased Asset and related underlying Underlying Mortgaged Property serviced or sub-serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim any Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package; (de) with respect to Seller, all financial statements, reports, notices and other documents that Seller sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof, and, with respect to Guarantor, all material reports, notices and other documents that Guarantor makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (f) any other material agreements, correspondence, documents or other information not included in an the Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor Seller or any Affiliate of such Seller or Guarantorother Repurchase Party; and (eg) such other information regarding the financial condition, operations or business of such Seller, Guarantor, any Consolidated Subsidiaries of Guarantor or any Underlying Obligor as Buyer may reasonably request. Notwithstanding the foregoing, the requirement to deliver financial statements will be satisfied at any such time as such financial statements are publicly posted on the official web site of the Guarantor or appropriately filed with the United States Securities and Exchange Commission.

Delivery of Financial Statements and Other Information. Each Seller shall deliver (or cause Servicer to deliver, as applicable) the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty thirty (6030) days after the end of each of the first three (3) month, each fiscal quarters of quarter and each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) a certification from such accountants that, in making the examination necessary therefor, no information was obtained of any Default or Event of Default except as specified therein, (v) projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year, and (ivvi) a Compliance Certificate; (c) all reports submitted to Guarantor by independent certified public accountants in connection with respect to each Purchased Asset annual, interim or special audit of the books and related underlying Mortgaged Property serviced records of Guarantor made by such accountants, including any Seller or an Affiliate of any Seller: management letter commenting on Guarantor’s internal controls; (id) [reserved]; (e) [reserved]; (f) within thirty four (304) days Business Days after the end of each fiscal quarter month, the Transaction Report; (g) within eight (8) Business Days after the end of such Sellereach month, a quarterly report properly completed monthly servicing report, substantially in the form of Exhibit M, with respect to each Underlying Asset; (h) on each Purchase Date, the following: delinquencyTransaction Request identifying the related Purchased Assets and Underlying Assets, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and as provided in Section 3.01(a); (iii) within ten eight (108) Business Days after the end of each month, an REO Property Summary and an updated report setting forth each REO Property subject to a Transaction; (j) [reserved]; (k) [reserved]; (l) [reserved]; (m) Within five (5) days after receipt any material amendment, modification or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates supplement has been entered into with respect to the items contained in the Underwriting PackageServicing Agreement, a fully executed copy thereof, certified by Seller to be true, correct and complete; (dn) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related relevant to such Seller the Repurchase Documents or to Seller’s ability to perform its obligations thereunder or relevant to the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; (o) as soon as available, and in any event within thirty (30) days of receipt, (x) copies of relevant portions of any final written Agency, FHA, VA and Governmental Authority and investor audits, examinations, evaluations, monitoring reviews and reports of its operations (including those prepared on a contract basis) which provide for or relate to (i) material corrective action required, (ii) material sanctions proposed, imposed or required, including without limitation notices of defaults, notices of termination of approved status, notices of imposition of supervisory agreements or interim servicing agreements, and notices of probation, suspension, or non-renewal, or (iii) ”report cards,” “grades” or other classifications of the quality of Seller’s operations and (y) any other material issues raised upon examination of Seller or its facilities by any Governmental Authority; and (ep) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably request.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, GAAP and (iv) a Compliance Certificate; (c) notice of material audit findings or other information submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Guarantor made by such accountants that would impact the audit opinion upon disclosure to the Guarantor’s audit committee, and notice of any management letter issued to Guarantor by its independent certified public accountants; (d) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Sellera Servicer other than Xxxxx Fargo Bank, National Association: (i) within thirty sixty (3060) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, rating and surveillance, rent roll, occupancy and other property-level information, and (ii) within ten fifteen (1015) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception the end of each month (x) remittance and other servicing reports, (y) any and all operating and financial statements of and rent rolls received from all Underlying ObligorsObligors (including for each Mezzanine Loan, all such information relating to the underlying Mortgaged Property), and modifications or updates to the items contained (z) a completed Purchased Asset Data Summary, substantially in the Underwriting Packageform of Exhibit E, with respect to each Asset; (de) all financial statements, reports, notices and other documents that Guarantor sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (f) [intentionally omitted]; (g) [intentionally omitted]; (h) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (ei) such other information regarding (i) the financial condition, operations or business of such each Seller Party or any Underlying Obligor and (ii) only to the extent they relate to the foregoing or the Purchased Assets, the operations or business of Manager (to the extent reasonably available to or reasonably obtainable by any of Seller, Guarantor or any Underlying Obligor employees of Manager who are dedicated to Guarantor), each as Buyer may reasonably requestrequest including, without limitation, any such information that is otherwise necessary to allow Buyer to monitor compliance with the terms of the Repurchase Documents. (j) any material change in accounting policies or financial reporting practices by Seller or Guarantor or notice from Seller’s or Guarantor’s accountants; (k) [intentionally omitted]; and (l) any amendment to the Governing Documents of Guarantor or any amendment or supplement to any prospectus issued by Guarantor contemporaneously with the public filing of the same, which in either case may be delivered to Buyer by email.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings earnings, stockholders equity and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and (iv) a Compliance Certificate; (c) all reports submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of and Guarantor made by such accountants, including any management letter commenting on and Guarantor’s internal controls; (d) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Sellera Servicer other than Xxxxx Fargo Bank, National Association: (i) within thirty (30) days after upon request by Buyer, but not more frequently than once per calendar quarter,, an asset management report produced by Seller with respect to the end of each fiscal quarter of such Seller, a quarterly report of Purchased Assets in the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other ordinary course including property-level information, and (ii) within ten (10) days after receipt no less frequently than once per calendar month, to the extent prepared by Seller, or preparation thereof received by such Seller from any Underlying Obligor, any Servicer or Interim Servicerfrom any other source, all remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and all modifications or updates to the items contained in the Underwriting Package, which may be delivered to Buyer either in electronic or in physical format; provided that Seller uses reasonable efforts to require each Underlying Obligor to comply with the reporting requirements of the related Purchased Asset Documents; (de) all financial statements, reports, notices and other documents that Sponsor sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (f) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Sponsor, any Intermediate Entity, Pledgor, Guarantor or any Affiliate of such Seller Seller, Sponsor, any Intermediate Entity, Pledgor or Guarantor, which may be delivered to Buyer either in electronic or in physical format; and (eg) such other information regarding the financial condition, operations or business of such Seller, Pledgor, Guarantor or any Underlying Obligor as Buyer may reasonably requestrequest including, without limitation, any such information that is otherwise necessary to allow Buyer to monitor compliance with the terms of the Repurchase Documents. Documents required to be delivered pursuant to this Section 8.08 may be delivered by electronic communication (including email or otherwise) and if so delivered, shall be deemed to have been delivered on the date (i) on which the applicable party transmits such documents via email, (ii) on which the applicable party posts such documents, or provides a link thereto, on the applicable party’s website on the Internet at the website address listed on Annex 1 (which website address may be updated by Seller by notice to the Buyer), so long as Guarantor delivers email notice thereof to Buyer on the date of any such electronic posting of any such information, describing such posted materials in reasonable detail, together with an electronic link thereto, or (iii) on which such documents are posted on the applicable party’s behalf on an Internet or intranet website, if any, to which the Buyer has access (whether a commercial, third-party website or whether sponsored by the Buyer, so long as Guarantor delivers email notice thereof to Buyer on the date of any such electronic posting of any such information, describing such posted materials in reasonable detail, together with an electronic link thereto).

Delivery of Financial Statements and Other Information. Each Seller The Group Companies shall deliver to each Holder the following to Buyer, as soon as available and in any event within the time periods specifieddocuments or reports: (ai) within sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantorthe Company, (i) an unaudited consolidated income statement and statement of cash flows for the Company for such fiscal year and an unaudited consolidated balance sheets sheet for the Company as of Guarantor and its Subsidiaries as at the end of each the fiscal year, and a management report including a comparison of the financial results of such periodfiscal year with the corresponding annual budget, all prepared in English and in accordance with the Accounting Standards consistently applied throughout the period and certified by the chief financial officer of the Company; (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-one hundred and twenty (120) days after the end of each fiscal year of Guarantorthe Company, (i) a consolidated income statement and statement of cash flows for the Company for such fiscal year and a consolidated balance sheets sheet for the Company as of Guarantor the end of the fiscal year, audited and its Subsidiaries certified by an internationally reputable firm of independent certified public accountants acceptable to the Board (including the consent of at least two of the Preferred Directors, one of whom shall be the Series A Director), and a management report including a comparison of the financial results of such fiscal year with the corresponding annual budget, all prepared in English and in accordance with the Accounting Standards consistently applied throughout the period; (iii) within forty-five (45) days of the end of each of the first three fiscal quarters, an unaudited consolidated income statement and statement of cash flows for such quarter and an unaudited consolidated balance sheet for the Company as at of the end of such quarter, and a comparison of the financial results of such quarter with the corresponding quarterly budget, all prepared in accordance with the Accounting Standards consistently applied throughout the period (except for customary year-end adjustments and except for the absence of notes), and certified by the chief financial officer of the Company; (iv) within twenty-one (21) days of the end of each month, an unaudited consolidated income statement and statement of cash flows for such month and an unaudited consolidated balance sheet for the Company as of the end of such month, and a comparison of the financial results of such month with the corresponding monthly budget, all prepared in accordance with the Accounting Standards consistently applied throughout the period (except for customary year-end adjustments and except for the absence of notes), and certified by the chief financial officer of the Company; (v) an annual consolidated budget and strategic plan within sixty (60) days prior to the end of each fiscal year, setting forth: the projected detailed budgets, balance sheets, income statements and statements of cash flows on a month-to-month basis for the upcoming fiscal year of each Group Company; any dividend or distribution projected to be declared or paid; the projected incurrence, assumption or refinancing of Indebtedness; and all other material matters relating to the operation, development and business of the Group Companies; (vi) immediately following the end of each fiscal quarter, an updated capitalization table of the Company as of the end of such fiscal yearquarter, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved certified by the Public Company Accounting Oversight Board, setting forth in each case in comparative form chief executive officer of the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and (iv) a Compliance CertificateCompany; (cvii) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate copies of any Seller: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package; (d) any other material agreements, correspondence, all documents or other information not included in an Underwriting Package which is related sent to all other shareholders and any reports publicly filed by the Company with any relevant securities exchange, regulatory authority or governmental agency, no later than five (5) days after such Seller documents or information are filed by the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or GuarantorCompany; and (eviii) such as soon as practicable, any other information regarding reasonably requested by any such Holder, including but not limited to, information on the financial conditionfinancial, operations or legal, business operation, business strategy, and corporate governance aspects of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestthe Group.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of quarter and each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets sheet of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets sheet of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows of Guarantor for such fiscal year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous yearfiscal year of Guarantor, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present in all material respects the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) a certification from such accountants that, in making the examination necessary therefor, no actual knowledge was obtained as to a breach as of the end of such fiscal year of any financial covenants with respect to Guarantor contained in the Repurchase Documents except as specified therein, (v) projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year, and (ivvi) a Compliance Certificate; (c) all reports submitted to Guarantor by its independent certified public accountants in connection with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller annual, interim or an Affiliate of any Seller: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report special audit of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy books and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof records of Guarantor made by such Seller or Interim Serviceraccountants, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Packageincluding any management letter commenting on Guarantor’s internal controls; (d) any all financial statements and material reports, notices and other material agreementsdocuments that Guarantor sends generally to holders of its Equity Interests or makes to or files with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible promptly after the discovery thereof by such Seller, Guarantor delivery or any Affiliate of such Seller or Guarantorfiling thereof; and (e) such other information regarding the financial condition, operations or business of such Seller, Seller or Guarantor or any Underlying Obligor as Buyer may reasonably request. Notwithstanding the foregoing, the obligations of Seller to deliver financial statements pursuant to Section 8.09(a) or (b) will be satisfied by furnishing either (A) the applicable financial statements of Guarantor, or (B) Guarantor’s Form 10-Q or 10-K, as applicable, filed with the SEC, and such materials may be delivered to Buyer electronically.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) first, second and third fiscal quarters of each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings earnings, stockholders equity and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and (iv) a Compliance Certificate; (c) all reports submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Guarantor made by such accountants, including any management letter commenting on Guarantor’s internal controls; (d) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate Property, within ten (10) days after the end of any Seller: each month (i) or, if the Underlying Obligor is not required to report monthly, within thirty (30) days after the end of each fiscal quarter of such Seller, ): a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-property level information, information and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and all modifications or updates to the items contained in the Underwriting Package; provided that Seller shall use commercially reasonable efforts to require each Underlying Obligor to comply with the reporting requirements of the related Purchased Asset Documents; (de) all financial statements, reports, notices and other documents that each Seller Party files with any Governmental Authority, promptly after the delivery or filing thereof; (f) within ten (10) days after the end of each month, a report of all proposed sales, repurchases and other transactions with respect to the Purchased Assets, which schedule shall be acceptable to Buyer; (g) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor any Seller Party or any Affiliate of such any Seller Party; (h) no later than ten (10) Business Days after the effectiveness thereof, notice of: (A) any amendment to the Governing Documents of Guarantor; (B) the removal or Guarantorresignation of Manager; and (eC) any material change in accounting policies or financial reporting practices by Guarantor; (i) all amendments to any Purchased Asset Documents that are executed after the Purchase Date of each Purchased Asset, whether or not the related amendment is also a Material Modification; (j) such other information regarding the financial condition, operations or business of such Seller, Guarantor any Seller Party or any Underlying Obligor as Buyer may reasonably requestrequest including, without limitation, any such information that is otherwise necessary to allow Buyer to monitor compliance with the terms of the Repurchase Documents; and (k) upon the request of Buyer, updated Appraisals of the Mortgaged Properties relating to the Purchased Assets, which, subject to the limitation in the last sentence of Section 18.20, shall be at Seller’s sole cost and expense.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each fiscal quarter of the first three Parent (3other than its 4th fiscal quarter) fiscal quarters of each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries Parent as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of GuarantorParent, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries Parent as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries Parent as at the end of and for such fiscal year in accordance with GAAP, GAAP and (iv) a Compliance Certificate; (c) [reserved]; (d) with respect to each Purchased Asset and related underlying Underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Sub-Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting PackageMaterials; (de) [reserved]; (f) Within forty-five (45) days after the close of each quarter of Parent’s taxable years, a Responsible Officer of Parent will certify as to the accuracy of the representations made in Section 7.16, substantively in the form attached as Exhibit O hereto. (g) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor Guarantor, any Relevant Affiliate or any Affiliate of such Seller or Guarantorany of the foregoing; (h) within fifteen (15) days after the end of each month, a properly completed Purchased Asset Data Summary, substantially in the form attached as Exhibit G, with respect to each Purchased Asset; and (ei) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestrequest including, without limitation, any such information which is otherwise necessary to allow Buyer to monitor compliance with the terms of the Repurchase Documents and which may from time to time include the projections of Parent of the operating budget and cash flow budget of Parent for the following fiscal year.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: : (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings earnings, stockholders equity and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; ; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and (iv) a Compliance Certificate; ; (c) all reports submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of and Guarantor made by such accountants, including any management letter commenting on and Guarantor’s internal controls; (d) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Sellera Servicer other than Xxxxx Fargo Bank, National Association: (i) within thirty (30) days after upon request by Buyer, but not more frequently than once per calendar quarter,, an asset management report produced by Seller with respect to the end of each fiscal quarter of such Seller, a quarterly report of Purchased Assets in the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-ordinary course including property- level information, and (ii) within ten (10) days after receipt no less frequently than once per calendar month, to the extent prepared by Seller, or preparation thereof received by such Seller from any Underlying Obligor, any Servicer or Interim Servicerfrom any other source, all remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and all modifications or updates to the items contained in the Underwriting Package; , which may be delivered to Buyer either in electronic or in physical format; provided that Seller uses reasonable efforts to require each Underlying Obligor to comply with the reporting requirements of the related Purchased Asset Documents; (de) all financial statements, reports, notices and other documents that Sponsor sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (f) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Sponsor, any Intermediate Entity, Pledgor, Guarantor or any Affiliate of such Seller Seller, Sponsor, any Intermediate Entity, Pledgor or Guarantor, which may be delivered to Buyer either in electronic or in physical format; and (e) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably request.

Delivery of Financial Statements and Other Information. Each Seller So long as the Investor continues to hold not less than 50% of the Shares acquired pursuant to this Agreement, the Company shall deliver to the following to Buyer, Investor: (A) as soon as available and practicable, but in any event within the time periods specified: ninety (a) within sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty (12090) days after the end of each fiscal year of Guarantorthe Company, a cash flow statement for such fiscal year, an income statement for such fiscal year, a balance sheet of the Company and statement of stockholder's equity as of the end of such year (iall on a consolidated basis), and a schedule as to the sources and applications of funds for such year, such year-end financial reports to be in reasonable detail, prepared in accordance with U.S. generally accepted accounting principles ("GAAP") consistently applied, including all footnotes, and audited and certified by independent public accountants of nationally recognized standing selected by the consolidated Company, together with a capitalization table and a list of the Company's stockholders and all holders of the Company's outstanding options, warrants, notes and/or other securities as of the end of such fiscal year; (B) within 30 days after the end of each month (other than the last month of any fiscal year), an unaudited balance sheets sheet of Guarantor and its Subsidiaries the Company as at the end of such fiscal year, (ii) the related consolidated month and unaudited statements of income, retained earnings income and of cash flows of the Company for such year, audited by a firm month and for the current fiscal year to the end of accountants that is then approved by the Public Company Accounting Oversight Boardsuch month, setting forth in each case in comparative form the figures Company's projected financial statements for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present corresponding periods for the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such current fiscal year prepared in accordance with GAAPU.S. generally accepted accounting principles, and (iv) a Compliance Certificate;consistently applied; and (cC) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by as soon as practicable, but in any Seller or an Affiliate of any Seller: (i) within event thirty (30) days after prior to the end of each fiscal quarter of such Selleryear, a quarterly report budget for the next fiscal year (prepared on a monthly basis) approved by the Company's Board of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package; (d) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased AssetsDirectors and, as soon as possible after prepared, any other budgets or revised budgets prepared by the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; andCompany. (eD) The Company shall provide such other information regarding relating to the financial condition, operations business, prospects or business corporate affairs of the Company as such Seller, Guarantor or any Underlying Obligor as Buyer Investor may from time to time reasonably request, including, without limitation, a capitalization table and a list of the Company's stockholders and all holders of the Company's outstanding options, warrants or other securities. The Company shall permit Investor, at such Investor's expense, to visit and inspect the Company's properties, to examine its books of account and records and to discuss the Company's affairs, finances and accounts with its officers, all at such reasonable times as may be requested by such Investor for purposes solely of monitoring its investment in the Company and meeting U.S. GAAP accounting requirements with respect to Investor's investment in the Company. (E) All rights of the Investor under this Section 7.5 shall terminate upon an initial public offering of the Company's Common Stock that results in the conversion of all outstanding shares of Preferred Stock of the Company.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of quarter and each fiscal year of Seller and Guarantor, (i) the unaudited consolidated balance sheets sheet of Guarantor and its Subsidiaries the unaudited balance sheet of Seller, each as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings stockholders’ equity and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous yearyear (such unaudited financial statements may omit footnotes in the case of Guarantor’s fourth fiscal quarter) (and the same unconsolidated information with respect to Seller which may also omit footnotes for all quarters), and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the audited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings stockholders’ equity and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said consolidated financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) [reserved] and (ivv) a Compliance Certificate; (c) with respect all reports submitted to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Seller made by such accountants, including any management letter commenting on Seller’s or Guarantor’s internal controls; (d) [Reserved]; (e) all reports, filings and other documents that Guarantor sends to parties on Guarantor’s electronic distribution list for filings with the Securities and Exchange Commission which shall be transmitted to Buyer by e-mail to the following address: XXX-XxxxxxxxXxxxxxx-Xxxxxxx@xxxx.xxx or such other address as Buyer may provide Seller from time to time; (if) within thirty fifteen (3015) days after the end of each fiscal quarter of such Sellermonth, a quarterly report containing Guarantor’s estimated Net Asset Value and estimated Net Asset Value per share, including the calculation thereof, and its most recent monthly report of performance, in each case for the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Packageimmediately preceding calendar month; (dg) any other material agreements[Reserved]; (h) [Reserved]; (i) [Reserved]; (j) promptly upon reasonable request by Buyer, correspondenceinformation regarding Seller’s portfolio including information regarding asset allocation, documents or leverage, liquidity and measure of portfolio risk and such other information not included in an Underwriting Package which is related to such Seller respecting the condition or the Purchased Assets, as soon as possible after the discovery thereof by such operation (financial or otherwise) of Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (ek) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor Seller as Buyer may reasonably request.

Delivery of Financial Statements and Other Information. Each Seller Such Borrower (or the Borrower Representative on its behalf) shall deliver (or cause to be delivered) the following to Buyerthe Lender, as soon as available and in any event within the time periods specified: (ai) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantorthe Encore Capital Group, Inc., (iA) the unaudited unaudited, unqualified consolidated balance sheets of Guarantor and its Subsidiaries Encore Capital Group, Inc. (which shall include the Borrowers on a consolidated basis to the extent the Borrowers are consolidated with Encore Capital Group, Inc. pursuant to GAAP) as at the end of each such period, and (iiB) the related unaudited unaudited, unqualified consolidated statements of income, and retained earnings and cash flows for such period and the portion of the fiscal year through the end of such periodperiod (provided that so long as Encore Capital Group, setting forth in each case in comparative form Inc. is a reporting company, filing of the figures Form 10-Q by Encore Capital Group, Inc. with respect to a fiscal quarter within such 45-day period on the website of the Securities and Exchange Commission at xxxx://xxx.xxx.xxx shall satisfy the requirement for the previous year, and certified quarterly consolidated financial statements for such fiscal quarter under this clause (iii) a Compliance Certificatei)); (bii) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of GuarantorEncore Capital Group, Inc., (iA) the audited, unqualified consolidated balance sheets of Guarantor and its Subsidiaries Encore Capital Group, Inc. (which shall include the Borrowers on a consolidated basis to the extent the Borrowers are consolidated with Encore Capital Group, Inc. pursuant to GAAP) as at the end of such fiscal year, (iiB) the related audited, unqualified consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, and (iiiC) an opinion thereon of independent certified BDO USA LLP or other nationally recognized public accountants of recognized national standingaccounting firm, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present in all material respects the financial condition and results of operations of the Borrower and each Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAPGAAP (provided that so long as Encore Capital Group, Inc. is a reporting company, filing of the Form 10-K by Encore Capital Group, Inc. with respect to a fiscal year within such 90-day period on the website of the Securities and Exchange Commission at xxxx://xxx.xxx.xxx shall satisfy the requirement for the annual audit report and consolidated financial statements for such fiscal year under this clause (ii)); (iii) [reserved]; (iv) a Compliance Certificate[reserved]; (c) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (iv) within thirty twenty (3020) days after the end of each fiscal quarter month, (A) a report on redemption information and history of the Tax Liens, (B) a report reflecting new purchases of Tax Liens, (C) an aging report, based on the dollar amount of each Tax Lien, (D) an update to the report related to any Tax Lien delivered under Section 4.2(f) if there has been a material adverse change with respect to such Tax Lien, (E) an inventory report showing the current itemized Tax Liens and (F) a certificate showing the calculation of, and compliance with, the Borrowing Base, each signed and certified by a Responsible Officer of the Borrowers, each in form and substance acceptable to the Lender; (vi) within five (5) days after the end of each calendar month, a report on new purchases for the period from the previous report delivered under this section until the date of such Sellerreport, signed and certified by a quarterly report Responsible Officer of the following: delinquencyBorrower, loss experience, internal risk rating, surveillance, rent roll, occupancy in form and other property-level information, and substance acceptable to the Lender; (vii) contemporaneously with the delivery of any report under clauses (i) or (ii) within ten (10) days after receipt above, a certificate of compliance showing Encore Capital Group, Inc.’s compliance or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and failure to comply with each financial statements of Underlying Obligors, and modifications or updates to covenant under the items contained in the Underwriting PackageSenior Credit Agreement; (dviii) any other material agreements, correspondence, documents or other information not included notice of the filing of an 8-K in an Underwriting Package which is related to such Seller or connection with the Purchased Assets, as soon as possible after amendment of the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or GuarantorSenior Credit Agreement; and (eix) such other information regarding the financial condition, operations or business of such Seller, Guarantor the Borrowers or any Underlying Obligor Guarantor as Buyer the Lender may reasonably requestreasonable request including, without limitation, the LTV calculation and Redemption Payment reports.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to BuyerBuyer and any other Affiliated Hedge Counterparty, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantorquarters, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate, (iv) a schedule listing all assets and liabilities excluded from the Leverage Covenant calculations, as such covenant is set forth in Section 15(b) of the Guarantee Agreement and (v) a written certification by Seller and Guarantor of the market value of all Near Cash Securities as determined by an independent third party valuation agent reasonably acceptable to Buyer, showing all calculations and supporting materials; (b) within oneseventy-hundred and twenty five (12075) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) a projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year, to the extent such is prepared and (ivv) a Compliance Certificate; (c) all reports submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Guarantor made by such accountants, including any management letter commenting on Guarantor’s internal controls; (d) with respect to each Purchased Asset and related underlying Underlying Mortgaged Property serviced by any Seller Property, on or an Affiliate of any Seller: (i) within thirty (30) days after the end of before each fiscal quarter of such SellerRemittance Date, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, all remittance, servicing, securitization, exception and other reports, if any, and all operating and financial statements and rent rolls of all Underlying ObligorsObligors for all Mortgaged Properties during the prior month, when and modifications as received from Sub-Servicer, an Underlying Obligor, a third-party servicer or updates to the items contained in the Underwriting Packagefrom any other source; (de) all financial statements, reports, notices and other documents that Guarantor sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (f) any other material agreements, correspondence, documents or other information not included in an Underwriting Package on the related Purchase Date, which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller Intermediate Starwood Entity or Guarantor; and (eg) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestrequest including, without limitation, any such information which is otherwise necessary to allow Buyer to monitor compliance with the terms of the Repurchase Documents.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available reasonably practicable and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) first, second and third fiscal quarters of each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings earnings, stockholders equity and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present in all material respects the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and (iv) a Compliance Certificate; (c) [reserved]; (d) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: Property, within fifteen (i) within thirty (3015) days after receipt from the Underlying Obligor each month (or, if the Underlying Obligor is not required to report monthly, within fifteen (15) days after receipt from Underlying Obligor after the end of each fiscal quarter of such Seller, Underlying Obligor): a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-property level information, information and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors (to the extent received by Seller from the Underlying Obligors), and all material modifications or updates to the items contained in the Underwriting Package; provided that Seller shall use commercially reasonable efforts to require each Underlying Obligor to comply with the reporting requirements of the related Purchased Asset Documents; (de) [reserved]; (f) within ten (10) days after the end of each month, a report of all proposed sales, repurchases and other transactions with respect to the Purchased Assets, which schedule shall be in a form acceptable to Buyer; (g) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible reasonably practicable after the discovery thereof by such Seller, Guarantor any Seller Party or any Affiliate subsidiary of such any Seller or Guarantor; andParty; (eh) no later than ten (10) Business Days before the effectiveness thereof, notice of any amendment to the Governing Documents of Guarantor that would have a material adverse impact on Buyer’s interests; (i) all amendments to any Purchased Asset Documents that are executed after the Purchase Date of each Purchased Asset, whether or not the related amendment is also a Material Modification; (j) such other information regarding the financial condition, operations or business of such Seller, Guarantor any Seller Party or any Underlying Obligor as Buyer may reasonably requestrequest including, without limitation, any such information that is otherwise necessary to allow Buyer to monitor compliance with the terms of the Repurchase Documents; and (k) upon the request of Buyer, updated Appraisals of the Mortgaged Properties relating to the Purchased Assets, which, subject to the limitation in the last sentence of Section 18.20, shall be at Seller’s sole cost and expense.

Delivery of Financial Statements and Other Information. Each Seller shall deliver or cause to be delivered the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of each fiscal year quarter of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Consolidated Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of incomeoperations, retained earnings stockholders’ equity and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case the information required to be in comparative form the figures for the previous yeara 10-Q, and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of incomeoperations, retained earnings stockholders’ equity and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of an independent certified public accountants accountant of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) while Guarantor is a public company, any certification from such accountants required to be publicly filed or, from and after the time Guarantor is no longer a public company, a certification from such accountants that, in making the examination necessary therefor, no information was obtained of any Default or Event of Default except as specified therein, (v) projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year, and (ivvi) a Compliance Certificate; (c) all reports submitted to Seller or Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Seller or Guarantor made by such accountants, including any management letter commenting on Seller’s or Guarantor’s internal controls; (d) with respect to each Purchased Asset and related underlying Underlying Mortgaged Property serviced or sub-serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim any Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package; (de) all financial statements, reports, notices and other documents that Guarantor sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (f) any other material agreements, correspondence, documents or other information not included in an the Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor Seller or any Affiliate of such Seller or Guarantorother Repurchase Party; and (eg) such other information regarding the financial condition, operations or business of such Seller, Guarantor, any Consolidated Subsidiaries of Guarantor or any Underlying Obligor as Buyer may reasonably request. Notwithstanding the foregoing, the requirement to deliver financial statements will be satisfied at any such time as such financial statements are publicly posted on the official web site of the Guarantor or appropriately filed with the United States Securities and Exchange Commission, so long as such financial statements are accessible by Buyer.

Delivery of Financial Statements and Other Information. Each Commencing in July of 2014, Seller shall deliver (or cause Servicer to deliver, as applicable) the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty five (605) days after the end of each of date on which the first three (3) fiscal quarters of Guarantor is required, under the Exchange Act, to file its Quarterly Report on Form 10-Q with the SEC for each fiscal year of Guarantorquarter, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of operations, comprehensive income, retained earnings changes in equity and cash flows of the Guarantor for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous yearyear (prepared using carve-out accounting for periods prior to the Closing Date, as appropriate), and (iiiii) a Compliance Certificate; (b) within one-hundred and twenty five (1205) days after the end of each fiscal year of Guarantordate on which the Guarantor is required, under the Exchange Act, to file its Annual Report on Form 10-K with the SEC, (i) the audited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of operations, comprehensive income, retained earnings changes in equity and cash flows of the Guarantor for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous fiscal year, (iii) an opinion thereon of Deloitte & Touché LLP or independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern (other than as a result of a pending maturity of term loans) and shall state that said financial statements fairly present in all material respects the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and (iv) a Compliance Certificate; (c) all reports submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Guarantor made by such accountants, including any management letter commenting on Guarantor’s internal controls; (d) [reserved]; (e) [reserved]; (f) within four (4) Business Days after the end of each month, the Transaction Report; (g) within eight (8) Business Days after the end of each month, a properly completed Monthly Data File, substantially in the form of Exhibit M, with respect to each Purchased Asset; (h) on each Purchase Date, the Purchased Asset and Data Summary identifying the related underlying Mortgaged Property serviced by any Seller or an Affiliate Purchased Assets, substantially in the form of any Seller: Exhibit J; (i) within thirty an updated report setting forth each REO Property subject to a Transaction (30A) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) calendar days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception prior to each Reporting Date and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package(B) on each Reporting Date; (dj) [reserved]; (k) [reserved]; (l) [reserved]; (m) Within five (5) days after any material amendment, modification or supplement has been entered into with respect to the Servicing Agreement, a fully executed copy thereof, certified by Seller to be true, correct and complete; (n) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related relevant to such Seller the Repurchase Documents or to Seller’s ability to perform its obligations thereunder or relevant to the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; (o) as soon as available, and in any event within thirty (30) days of receipt, (x) copies of relevant portions of any final written Agency, FHA, VA and Governmental Authority and investor audits, examinations, evaluations, monitoring reviews and reports of its operations (including those prepared on a contract basis) which provide for or relate to (i) material corrective action required, (ii) material sanctions proposed, imposed or required, including without limitation notices of defaults, notices of termination of approved status, notices of imposition of supervisory agreements or interim servicing agreements, and notices of probation, suspension, or non-renewal, or (iii) “report cards,” “grades” or other classifications of the quality of Seller’s operations and (y) any other material issues raised upon examination of Seller or its facilities by any Governmental Authority; and (ep) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably request.

Delivery of Financial Statements and Other Information. Each Seller Guarantor shall deliver or cause to be delivered the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty ninety (6090) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantor, (i) the unaudited a consolidated balance sheets sheet of Guarantor and its Subsidiaries as at the end of each such periodfiscal year, (ii) and the related unaudited consolidated statements of incomeincome or operations, retained earnings changes in shareholders’ equity, and cash flows for such period and the portion of the fiscal year through the end of such periodyear, setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and (iii) prepared in accordance with GAAP, audited and accompanied by a Compliance Certificate;report and opinion of an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative Agent, which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit; and (b) within oneforty-hundred and twenty five (12045) days after the end of each of the first three fiscal quarters of each fiscal year of Guarantor, (i) the consolidated a balance sheets sheet of Guarantor and its Subsidiaries as at the end of such fiscal yearquarter, (ii) the related consolidated statements of incomeincome or operations for such fiscal quarter and for the portion of Guarantor’s fiscal year then ended, retained earnings and the related consolidated statements of changes in shareholders’ equity, and cash flows for such yearthe portion of Guarantor’s fiscal year then ended, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, in each case setting forth in each case in comparative form form, as applicable, the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year, (iii) an opinion thereon all in reasonable detail, certified by the chief executive officer, chief financial officer, treasurer or controller of independent certified public accountants of recognized national standing, which opinion shall not be qualified Guarantor as to scope of audit or going concern and shall state that said financial statements fairly present presenting the financial condition and condition, results of operations operations, shareholders’ equity and cash flows of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes. Documents required to be delivered pursuant to the foregoing may be delivered by electronic communication (ivincluding email or otherwise) a Compliance Certificate; (c) with respect and if so delivered, shall be deemed to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: have been delivered on the date (i) within thirty (30) days after on which the end of each fiscal quarter of applicable party transmits such Sellerdocuments via email, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt on which the applicable party posts such documents, or preparation thereof by such Seller or Interim Servicerprovides a link thereto, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates on the applicable party’s website on the Internet at the website address listed on Schedule I to the items contained in Third Amendment to Master Repurchase Agreement (which website address may be updated by Seller by notice to Buyer), or (iii) on which such documents are posted on the Underwriting Package; applicable party’s behalf on an Internet or intranet A&R Limited Guaranty (dCitibank and Northstar) any other material agreementswebsite, correspondenceif any, documents to which Buyer has access (whether a commercial, third-party website or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof whether sponsored by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (e) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestBuyer).

Delivery of Financial Statements and Other Information. Each Seller The Company shall deliver the following to Buyer, as soon as available and in any event within the time periods specifiedeach Major Investor: (a) as soon as practicable, but in any event within sixty one hundred twenty (60120) days after the end of each fiscal year of the Company (i) a balance sheet as of the end of such year, (ii) statements of income and of cash flows for such year, and a comparison between (x) the actual amounts as of and for such fiscal year and (y) the comparable amounts for the prior year and as included in the Budget (as defined in Subsection 3.1(e)) for such year, with an explanation of any material differences between such amounts and a schedule as to the sources and applications of funds for such year, and (iii) a statement of stockholders’ equity as of the end of such year, all such financial statements audited and certified by independent public accountants of regionally recognized standing selected by the Company; (b) as soon as practicable, but in any event within thirty (30) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantorthe Company, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings income and cash flows for such period fiscal quarter, and the portion an unaudited balance sheet and a statement of the fiscal year through stockholders’ equity as of the end of such periodfiscal quarter, setting forth all prepared in each case in comparative form the figures for the previous accordance with GAAP (except that such financial statements may (i) be subject to normal year, -end audit adjustments; and (iiiii) a Compliance Certificatenot contain all notes thereto that may be required in accordance with GAAP); (bc) as soon as practicable, but in any event within one-hundred and twenty thirty (12030) days after the end of each quarter of each fiscal year of Guarantorthe Company, (i) a statement showing the consolidated balance sheets number of Guarantor shares of each class and its Subsidiaries as series of capital stock and securities convertible into or exercisable for shares of capital stock outstanding at the end of such fiscal yearthe period, the Common Stock issuable upon conversion or exercise of any outstanding securities convertible or exercisable for Common Stock and the exchange ratio or exercise price applicable thereto, and the number of shares of issued stock options and stock options not yet issued but reserved for issuance, if any, all in sufficient detail as to permit the Investors to calculate their respective percentage equity ownership in the Company, and certified by the chief financial officer or chief executive officer of the Company as being true, complete, and correct; (iid) as soon as practicable, but in any event within thirty (30) days of the related consolidated statements end of incomeeach month, retained earnings an unaudited income statement and statement of cash flows for such yearmonth, audited by a firm and an unaudited balance sheet and statement of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon stockholders’ equity as of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of such month, all prepared in accordance with GAAP (except that such financial statements may (i) be subject to normal year-end audit adjustments and for such fiscal year (ii) not contain all notes thereto that may be required in accordance with GAAP, and (iv) a Compliance Certificate); (ce) with respect as soon as practicable, but in any event thirty (30) days before the end of each fiscal year, a budget and business plan for the next fiscal year (collectively, the “Budget”), prepared on a monthly basis, including balance sheets, income statements, and statements of cash flow for such months and, promptly after prepared, any other budgets or revised budgets prepared by the Company; (f) as soon as practicable following their provision to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate the Board of Directors, as applicable, copies of any Seller: forecasts or updates thereto provided to management and/or the Board of Directors (iprovided, however, that the information in this clause (f) shall only be provided to Malin Life Sciences Holdings Limited (together with its Affiliates, “Malin”), Novartis Pharma AG (together with its Affiliates, “Novartis”) and the Fidelity Investors); and (g) as soon as practicable, but in any event within thirty (30) days after the end of each fiscal quarter of such Sellerthe Company, a quarterly report an update on headcount by department and geographic location (provided, however, that the information in this clause (g) shall only be provided to Malin, Novartis and the Fidelity Investors). If, for any period, the Company has any subsidiary whose accounts are consolidated with those of the following: delinquencyCompany, loss experiencethen, internal risk ratingin respect of such period, surveillance, rent roll, occupancy the financial statements delivered pursuant to the foregoing sections shall be the consolidated and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and consolidating financial statements of Underlying Obligors, the Company and modifications or updates all such consolidated subsidiaries. Notwithstanding anything else in this Subsection 3.1 to the items contained contrary, the Company may cease providing the information set forth in this Subsection 3.1 during the Underwriting Package; period starting with the date thirty (d30) any other material agreements, correspondence, documents days before the Company’s good-faith estimate of the date of filing or other information not included in an Underwriting Package which is related submission of a registration statement if it reasonably concludes it must do so to comply with the SEC rules applicable to such Seller or registration statement and related offering; provided that the Purchased Assets, Company’s covenants under this Subsection 3.1 shall be reinstated at such time as soon as possible after the discovery thereof by Company is no longer actively employing its commercially reasonable efforts to cause such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (e) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestregistration statement to become effective.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to BuyerBuyer and Master Servicer, as soon as available and in any event within the time periods specified: (a) within sixty thirty (6030) days after the end of each of the first three (3) fiscal quarters of month and each fiscal year of Guarantor, quarter (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries Servicer as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred forty (40) days after the end of each month, (i) the consolidating financial statements of Guarantor as of the end of each month and twenty (120ii) a Compliance Certificate; (c) within ninety (90) days after the end of each fiscal year of GuarantorServicer, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries Servicer as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries Servicer as at the end of and for such fiscal year in accordance with GAAP, and (iv) a certification from such accountants that, in making the examination necessary therefor, no information was obtained of any Default or Event of Default except as specified therein, (v) projections of Servicer of the operating budget and cash flow budget of Servicer for the following fiscal year, and (vi) a Compliance CertificateCertificate of Seller; (cd) all reports submitted to Servicer by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Servicer made by such accountants, including any management letter commenting on Servicer’s internal controls; (e) with respect to each Purchased Asset and related underlying Underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting PackageMaterials; (df) all financial statements and material reports, notices and other documents that Servicer sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (g) within eight (8) days after the end of each month, (i) a report of all proposed sales, repurchases and other transactions with respect to the Purchased Assets and Underlying Assets, which schedule shall be acceptable to Buyer; (ii) a properly completed Purchased Asset Data Summary, substantially in the form of Exhibit L, with respect to each Purchased Asset and Underlying Asset; (iii) servicing reports for the prior month, including static pool analyses, liquidity (cash and availability) and identification of any modifications to any Purchased Assets or Underlying Assets; (iv) servicing data feeds for the prior month detailing Mortgage Loan level or REO Property level attributes; (v) reports reflecting those Purchased Mortgage Loans that are expected to become REO Properties within 60 days; (h) a copy of all monthly reports that are required to be delivered to holders of any REMIC Certificate (as defined in the REMIC Declaration Agreement) pursuant to the REMIC Declaration Agreement; (i) daily/weekly/monthly reports to Buyer as required and mutually agreed upon prior to the Purchased Date of the first Transaction; (j) within five (5) days after any material amendment, modification or supplement to the Servicing Agreement a certified, fully executed copy of such amendment, modification or supplement; (k) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets and Underlying Assets, as soon as possible after the discovery thereof by Seller or any Affiliate thereof; (l) as soon as available, and in any event within thirty (30) days of receipt, (x) copies of relevant portions of any final written Agency and Governmental Authority and investor audits, examinations, evaluations, monitoring reviews and reports of its operations (including those prepared on a contract basis) which provide for or relate to (i) material corrective action required, (ii) material sanctions proposed, imposed or required, including without limitation notices of defaults, notices of termination of approved status, notices of imposition of supervisory agreements or interim servicing agreements, and notices of probation, suspension, or non-renewal, or (iii) “report cards,” “grades” or other classifications of the quality of the Seller’s operations and (y) any other material issues raised upon examination of the Seller or their facilities by any Governmental Authority; (m) promptly upon reasonable request by Buyer, information regarding any Seller’s or Guarantor’s portfolio including information regarding asset allocation, leverage, liquidity, and such other information respecting the condition or operations, (financial or otherwise), of such Seller, Guarantor, Servicer, or Investment Advisor; (n) (x) the first date on which a margin call or margin calls (however defined or described in the applicable underlying Indebtedness documents) in excess of $1,000,000 or other similar request is/are made upon any Seller, Servicer, Guarantor or any Affiliate thereof (each a “Seller Party”) in the aggregate to post additional cash or assets in connection with any Indebtedness on or after the Effective Date, and (y) thereafter, at any time a margin call or margin calls (however defined or described in the applicable underlying Indebtedness documents) in excess of $1,000,000 or other similar request is/are made upon any Seller Party in the aggregate to post additional cash or assets in connection with any Indebtedness since the most recent to occur of (i) the date on which Seller shall have provided a notice to Buyer under this Section 8.09(n) or (ii) the date of the immediately preceding financial statement of any such Seller Party, in each case Sellers shall promptly (and in no event later than two (2) days after any such margin call or request) give the Buyer notice of any such margin call or request which details (A) the amount of such Seller margin call, (B) the time period for such margin call to be satisfied, (C) how satisfied (in cash or Guarantorother assets) and (D) which facility the margin call was issued under; and (eo) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor Servicer as Buyer may reasonably request.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty (60) days after the end of each of the first three (3) fiscal quarters of quarter and each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty (120) days after the end of each fiscal year of Guarantor, (i) the audited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and (iv) a Compliance Certificate; (c) with respect to each Purchased Asset and related underlying Underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting PackageMaterials; (d) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (e) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably request.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of quarter and each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and (iv) a Compliance Certificate; (c) all reports submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Guarantor made by such accountants, including any management letter commenting on Guarantor’s internal controls; (d) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Sellera Servicer other than Xxxxx Fargo Bank, National Association: (i) within thirty forty-five (3045) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim any Servicer, remittance, servicing, securitization, exception and other reports, if any, and all operating and financial statements and rent rolls of all Underlying Obligors, and modifications or updates to the items contained in the Underwriting PackageMaterials for all Mortgaged Properties during the prior month, when and as received from Servicer, an Underlying Obligor, a third-party servicer or from any other source; (de) all financial statements, reports, notices and other documents that Guarantor or Sponsor make to or file with any Governmental Authority, promptly after the delivery or filing thereof; (f) within ten (10) days after the end of each month, a report of all proposed sales, repurchases and other transactions with respect to the Purchased Assets, which schedule shall be acceptable to Buyer; (g) within fifteen (15) days after the end of each month, a properly completed Purchased Asset Data Summary with respect to each Purchased Asset; (h) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible promptly after the discovery thereof by such Seller, Pledgor, Sponsor, Manager, Guarantor or any Affiliate of such Seller Seller, Pledgor, Sponsor or Guarantor; and (ei) such other information regarding the financial condition, operations or business of such Seller, Guarantor Pledgor, Guarantor, Sponsor, Manager or any Underlying Obligor as Buyer may reasonably requestrequest including, without limitation, any such information that is otherwise necessary to allow Buyer to monitor compliance with the terms of the Repurchase Documents.

Delivery of Financial Statements and Other Information. Each Seller shall deliver or cause to be delivered the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of each fiscal year quarter of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Consolidated Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of incomeoperations, retained earnings stockholders’ equity and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case the information required to be in comparative form the figures for the previous yeara 10-Q, and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of incomeoperations, retained earnings stockholders’ equity and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of an independent certified public accountants accountant of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) while Guarantor is a public company, any certification from such accountants required to be publicly filed or, from and after the time Guarantor is no longer a public company, a certification from such accountants that, in making the examination necessary therefor, no information was obtained of any Default or Event of Default except as specified therein, (v) projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year, and (ivvi) a Compliance Certificate; (c) any management letter submitted to Seller or Guarantor by independent certified public accountants in connection with each annual or interim audit of the books and records of Seller or Guarantor made by such accountants relating to internal controls; (d) with respect to each Purchased Asset and related underlying Underlying Mortgaged Property serviced or sub-serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim any Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package; (de) with respect to Seller, all financial statements, reports, notices and other documents that Seller sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof, and, with respect to Guarantor, all material reports, notices and other documents that Guarantor makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (f) any other material agreements, correspondence, documents or other information not included in an the Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor Seller or any Affiliate of such Seller or Guarantorother Repurchase Party; and (eg) such other information regarding the financial condition, operations or business of such Seller, Guarantor, any Consolidated Subsidiaries of Guarantor or any Underlying Obligor as Buyer may reasonably request. Notwithstanding the foregoing, the requirement to deliver financial statements will be satisfied at any such time as such financial statements are publicly posted on the official web site of Guarantor or appropriately filed with the United States Securities and Exchange Commission.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty (60) days after the end of each fiscal quarter of Guarantor other than the first three (3) last fiscal quarters quarter of each such fiscal year of Guarantoryear, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings earnings, stockholders equity and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a duly completed Quarterly Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and (iv) a duly completed Quarterly Compliance Certificate; (c) all reports submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Guarantor made by such accountants, including any management letter commenting on Guarantor’s internal controls; (d) with respect to each Purchased Asset and related underlying Underlying Mortgaged Property serviced by any Seller or an Affiliate of any Sellera Servicer other than Wxxxx Fargo Bank, National Association: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim any Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements and rent rolls of all Underlying Obligors, and modifications or updates to the items contained in the Underwriting PackageMaterials; (de) all prepared financial statements, reports, notices, material information and other documents relating to the Purchased Assets or any of them that Guarantor either files with, or sends, delivers or presents to, any Governmental Authority, promptly after the delivery or filing thereof. For purposes of this Section 8.08, any information that is publicly available on the website of any Governmental Authority or is available to the general public on Guarantor’s website shall be deemed to have been “delivered” to Buyer; (f) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible practicable after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (eg) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably request.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of quarter and each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) a certification from such accountants that, in making the examination necessary therefor, no information was obtained of any Default or Event of Default except as specified therein, (v) projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year, and (ivvi) a Compliance Certificate; (c) all reports submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Guarantor made by such accountants, including any management letter commenting on Guarantor’s internal controls; (d) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Sellera Servicer other than Xxxxx Fargo Bank, National Association: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other propertyforty-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package; (d) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (e) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably request.five

Delivery of Financial Statements and Other Information. Each Seller The Company shall deliver to each Holder of at least 100,000 shares of Registrable Securities (other than a Holder reasonably deemed by the following Company to Buyerbe a competitor of the Company, which for this purpose shall not include any of the initial Holders who are signatories to this Agreement or affiliates of such initial Holders): (a) as soon as available and practicable, but in any event within ninety (90) days after the time periods specified:end of each fiscal year of the Company, an income statement for such fiscal year, a balance sheet of the Company and statement of stockholder's equity as of the end of such year, and a statement of cash flows for such year, such year-end financial reports to be in reasonable detail, prepared in accordance with generally accepted accounting principles ("GAAP"), and audited and certified by an independent public accounting firm of nationally recognized standing selected by the Company; (ab) as soon as practicable, but in any event within sixty thirty (6030) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantorthe Company, (i) the an unaudited consolidated balance sheets operating statement, statement of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion balance sheet as of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificatefiscal quarter; (bc) within one-hundred and twenty as soon as practicable, but in any event thirty (12030) days after prior to the end of each fiscal year of Guarantoryear, (i) a budget and business plan for the consolidated balance sheets of Guarantor and its Subsidiaries as at the end of such next fiscal year, (ii) the related consolidated statements of incomeprepared on a monthly basis, retained earnings and cash flows for such yearand, audited by a firm of accountants that is then approved as soon as prepared, any other budgets or revised budgets prepared by the Public Company Accounting Oversight Board, setting forth in each case in comparative form as well as financial and operating statements compared to such budget; and (d) with respect to the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements called for in subsections (a) and (b) of this Section 2.2, an instrument executed by the Chief Financial Officer or President of the Company and certifying that such financials were prepared in accordance with GAAP consistently applied with prior practice for earlier periods (with the exception of footnotes that may be required by GAAP) and fairly present the financial condition of the Company and its results of operations operation for the period specified, subject to year-end audit adjustment, provided that the foregoing shall not restrict the right of Guarantor and the Company to change its Subsidiaries as at the end of and for such fiscal year in accordance accounting principles consistent with GAAP, and (iv) a Compliance Certificate; (c) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate if the Board of any Seller: (i) within thirty (30) days after Directors determines that it is in the end of each fiscal quarter of such Seller, a quarterly report best interest of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy Company to do so and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof such change is approved in writing by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package; (d) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or GuarantorCompany's independent public accountants; and (e) such as soon as practicable, copies of any material press releases issued by the Company, notice of the filing of any registration statement with respect to the Company's equity securities, notice of issuance of the Company's equity securities (other information regarding than pursuant to the financial conditionexercise of options or warrants therefor), operations or business and notice of such Seller, Guarantor or the occurrence of any Underlying Obligor as Buyer may reasonably requestother material corporate events.

Delivery of Financial Statements and Other Information. Each Seller shall deliver or cause to be delivered the following information to Buyer, as soon as available and in any event within the time periods specified: (ai) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantorcalendar quarter, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries Seller as at the end of each such period, (ii) period and the related unaudited consolidated statements of income, income and retained earnings and of cash flows for Seller for such period and the portion of the fiscal year through the end of such period, setting forth accompanied by a certificate of a Responsible Officer of Seller, which certificate shall state that said financial statements fairly present in each case all material respects the financial condition and results of operations of Seller in comparative form accordance with GAAP, consistently applied, as at the figures for the previous end of, and for, such period (subject to normal year-end adjustments), and (iiiii) a an Officer’s Compliance Certificate; (bii) as soon as available and in any event within one-hundred and twenty ninety (12090) calendar days after the end of each fiscal year of Guarantorthe calendar year, (i) the consolidated balance sheets and the related statements of Guarantor and its Subsidiaries income for Seller as at the end of such fiscal year, (ii) the related consolidated with such balance sheets and statements of income, retained earnings and cash flows for such year, income being audited if required by Buyer but in any event prepared by a firm of accountants that is then approved by the Public Company Accounting Oversight Boardcertified public accountant in accordance with GAAP, consistently applied, setting forth in each case in comparative form the figures for the previous year, (iii) accompanied by an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or have no “going concern concern” qualification and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries Seller as at the end of of, and for for, such fiscal year in accordance with GAAP, and (iv) a Compliance Certificate; (c) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package; (d) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantorconsistently applied; and (eiii) promptly upon reasonable request by Buyer, information regarding Seller’s portfolio including information regarding current portfolio allocation, leverage, liquidity and such other information regarding respecting the condition or operation (financial condition, operations or business otherwise) of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably request.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available or provide written notice to Buyer of the posting of any of the following to a website, along with a link to the applicable website (which notice may be included in Guarantor’s Compliance Certificate) and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of quarter and each fiscal year of each of Guarantor, Pledgor and Seller, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) together with the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, (ii) the unaudited balance sheets of Pledgor and Seller as at the end of such period, together with the related unaudited statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, (iii) a Compliance Certificate, and (iv) an attachment to the Compliance Certificate setting forth the current Book Value assigned to each Purchased Asset by Seller; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of each of Guarantor, Pledgor and Seller, (i) the audited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the unaudited balance sheets of Seller as of the end of such fiscal year, (iii) the unaudited balance sheets of Pledgor as of the end of such fiscal year, (iv) in each case, the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iiiv) with respect to clause (i) above, an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor Guarantor, Pledgor and its Subsidiaries Seller as at the end of and for such fiscal year in accordance with GAAP, GAAP and (ivvi) a Compliance Certificate; (c) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any SellerProperty: (i) within thirty (30) days after the end of each fiscal quarter of such SellerSeller and Pledgor, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller Seller, Pledgor or Interim any Servicer, remittance, servicing, securitization, exception and other reports, if any, and all operating and financial statements and rent rolls of all Underlying ObligorsObligors (including, for each Mezzanine Loan, all such information relating to the underlying Mortgaged Property), and modifications or updates to the items contained in the Underwriting PackageMaterials for all Mortgaged Properties during the prior month, when and as received from Servicer, an Underlying Obligor, a third-party servicer or from any other source; (d) all financial statements, reports, notices and other documents that Guarantor sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (e) within ten (10) days after the end of each month, a report of all proposed sales, repurchases and other transactions with respect to the Purchased Assets, which schedule shall be acceptable to Buyer; (f) within fifteen (15) days after the end of each month, a properly completed Purchased Asset Data Summary, substantially in the form of Exhibit E, with respect to each Purchased Asset; (g) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller Seller, Pledgor or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Pledgor Guarantor or any Affiliate of such Seller or GuarantorManager; and (eh) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestrequest including, without limitation, any such information that is otherwise necessary to allow Buyer to monitor compliance with the terms of the Repurchase Documents.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of each of KKR REIT’s fiscal year of Guarantor, years: (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries KKR REIT as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-one hundred and twenty (120) days after the end of each fiscal year of GuarantorKKR REIT, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries KKR REIT as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standingstanding (provided, however, that Deloitte Consulting LLP or its affiliates or designees shall be deemed to be an acceptable accountant for all purposes under this Agreement), which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries KKR REIT as at the end of and for such fiscal year in accordance with GAAP, and (iv) a certification from such accountants that, in making the examination necessary therefor, no information was obtained of any Default or Event of Default except as specified therein, (v) projections of KKR REIT of the operating budget and cash flow budget of KKR REIT for the following fiscal year, if any, and (vi) a Compliance Certificate; provided, however, that a separate presentation of Guarantor’s financial information will accompany the financial statements described in this clause (b); (c) all reports submitted to KKR REIT by independent certified public accountants in connection with each annual, interim or special audit of the books and records of KKR REIT made by such accountants, including any management letter commenting on KKR REIT’s internal controls; (d) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Sellera Servicer other than Xxxxx Fargo Bank, National Association: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim any Servicer, remittance, servicing, securitization, exception and other reports, if any, and all operating and financial statements and rent rolls of all Underlying ObligorsObligors (including, for each Mezzanine Loan, all such information relating to the underlying Mortgaged Property), and modifications or updates to the items contained in the Underwriting PackageMaterials for all Mortgaged Properties during the prior month, when and as received from Servicer, an Underlying Obligor, a third-party servicer or from any other source; (de) all financial statements, reports, notices and other documents that Guarantor sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (f) within ten (10) days after the end of each month, a report of all proposed sales, repurchases and other transactions with respect to the Purchased Assets, which schedule shall be acceptable to Buyer; (g) within fifteen (15) days after the end of each month, a properly completed Purchased Asset Data Summary, substantially in the form of Exhibit E, with respect to each Purchased Asset; (h) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor Seller or any Affiliate of such Seller or Guarantorits Affiliates; and (ei) such other information regarding the financial condition, operations or business of such Seller, Guarantor Pledgor, Guarantor, Manager or any Underlying Obligor as Buyer may reasonably requestrequest including, without limitation, any such information that is otherwise necessary to allow Buyer to monitor compliance with the terms of the Repurchase Documents.

Delivery of Financial Statements and Other Information. Each Seller shall deliver or cause to be delivered the following to Buyer, as soon as available and in any event within the time periods specified, each in a form acceptable to Buyer in its discretion: (a) within sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Consolidated Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of operations, stockholder’s equity, income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for from the previous year, and (iii) a Compliance Certificate; (b) (i) within ninety (90) days after the end of each fiscal year of Guarantor, (A) the audited balance sheets of Guarantor and its Consolidated Subsidiaries as at the end of such fiscal year and (B) a Compliance Certificate, and (ii) within one-hundred and twenty (120) days after the end of each fiscal year of Guarantor, (i) the consolidated balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (iiA) the related consolidated statements of operations, stockholder’s equity, income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iiiB) an opinion thereon of an independent certified public accountants accountant of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (C) while Guarantor is a public company, any certification from such accountants required to be publicly filed or, from and after the time Guarantor is no longer a public company, a certification from such accountants that, in making the examination necessary therefor, no information was obtained of any Default or Event of Default except as specified therein, and (ivD) a Compliance Certificateprojections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year; (c) any management letter submitted to Seller or Guarantor by independent certified public accountants in connection with each annual or interim audit of the books and records of Seller or Guarantor made by such accountants relating to internal controls; (d) with respect to each Purchased Asset and related underlying Underlying Mortgaged Property serviced or sub-serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days promptly after the end of each fiscal quarter of such receipt by Seller, but no less frequently than once per calendar month, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim any Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package; (de) within five (5) Business Days after the same is sent by Seller, all financial statements, reports, notices and other documents that Seller sends to holders of its Equity Interests; provided, that, if such information is subject to a confidentiality agreement, then Buyer shall agree to keep such information confidential, or makes to or files with CHAR1\1716309v16 any Governmental Authority, promptly after the delivery or filing thereof, and, with respect to Guarantor, all material reports, notices and other documents that Guarantor makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (f) subject to the Requirements of Law, any other material agreements, correspondence, documents or other information not included in an the Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor Seller or any Affiliate of such Seller or Guarantorother Repurchase Party; and (eg) such other information regarding the financial condition, operations or business of such Seller, Guarantor, any Consolidated Subsidiaries of Guarantor or any Underlying Obligor as Buyer may reasonably request. Notwithstanding the foregoing, the requirement to deliver financial statements will be satisfied at any such time as such financial statements are publicly posted on the official web site of the Guarantor or appropriately filed with the United States Securities and Exchange Commission, so long as such financial statements are accessible by Buyer.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty (60) days after the end of each fiscal quarter of Guarantor (provided that Guarantor shall not be required to make such delivery with respect to the first three (3) last fiscal quarters quarter of each such fiscal year of Guarantor), (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings earnings, stockholders equity and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a duly completed Quarterly Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and (iv) a duly completed Quarterly Compliance Certificate; (c) all reports submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Guarantor, as applicable, made by such accountants, including any management letter commenting on Guarantor’s internal controls; (d) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Sellera Servicer other than Wxxxx Fargo Bank, National Association: (i) within thirty forty-five (3045) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim any Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements and rent rolls of all Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package; (de) within five (5) Business Days after the same is sent by Guarantor, all prepared financial statements, reports, notices, material information and other documents relating to the Purchased Assets or any of them that Guarantor either files with, or sends, delivers or presents to, any Governmental Authority, promptly after the delivery or filing thereof. For purposes of this Section 8.08, any information that is publicly available on the website of any Governmental Authority or is available to the general public on Guarantor’s website shall be deemed to have been “delivered” to Buyer; (f) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible practicable after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (eg) such other information regarding the financial condition, operations or business of such Seller, Pledgor, Guarantor or any Underlying Obligor as Buyer may reasonably request.

Delivery of Financial Statements and Other Information. Each Seller Borrower shall deliver the following furnish to Buyer, as soon as available Agent and in any event within the time periods specifiedeach Lender: (ai) within sixty (60) 45 days after the end of each of the first three (3) fiscal quarters quarterly periods of each fiscal year of GuarantorBorrower, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries Borrower as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such periodperiod and statements of income (loss), setting forth in each case in comparative form the figures stockholders’ equity and cash flow for the previous yearquarter and fiscal year to date periods, all prepared on a Consolidated basis, in accordance with GAAP, and (iii) in form and detail satisfactory to Agent and the Lenders and certified by a Compliance CertificateFinancial Officer, provided that with respect to any fiscal quarter for which financial statements are required to be delivered pursuant to this subpart, delivery of Borrower’s Form 10-Q as filed with the SEC for any such fiscal quarter shall satisfy the requirements of this subpart; (bii) within one-hundred and twenty (120) 90 days after the end of each fiscal year of GuarantorBorrower, (i) the consolidated balance sheets an annual audit report of Guarantor and its Subsidiaries as at the end of such fiscal yearBorrower for that year prepared on a Consolidated basis, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and in form and detail satisfactory to Agent and certified by an independent registered public accounting firm satisfactory to Agent and the Required Lenders, which report shall include balance sheets and statements of income (ivloss), stockholders’ equity and cash-flow for that period, together with a certificate by the accounting firm setting forth any Defaults and Events of Default coming to its attention during the course of its audit or, if none, a statement to that effect, provided that with respect to any fiscal year for which financial statements are required to be delivered pursuant to this subpart, delivery of Borrower’s Form 10-K as filed with the SEC for any such fiscal year shall satisfy the requirements of this subpart; (iii) concurrently with the delivery of the financial statements in (i) and (ii) above, a Compliance Certificate; (civ) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package; (d) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof available, copies of (A) each financial statement, report, notice or proxy statement sent by such Seller, Guarantor Borrower or any Affiliate of such Seller Material Subsidiary to public securities holders generally and (B) each regular or Guarantorperiodic report, each registration statement that shall have become effective and each final prospectus and all amendments thereto filed by Borrower or any Material Subsidiary with the SEC; and (ev) within 10 days of the written request of Agent or any Lender, such other information regarding about the financial condition, properties and operations of any Company as Agent or business of such Seller, Guarantor or any Underlying Obligor as Buyer Lender may from time to time reasonably request, including, without limitation, consolidating financial statements of the Companies, which information shall be submitted in form and detail satisfactory to Agent or such Lender and certified by a Financial Officer of the Company or Companies in question.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to BuyerAgent, as soon as available and in any event within the time periods specified: (a) within sixty (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets statement of assets, liabilities and partners’ capital of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements statement of income, retained earnings and cash flows operations for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-one hundred and twenty (120) days after the end of each fiscal year of Guarantor, (i) the consolidated balance sheets audited statement of assets, liabilities and partners’ capital of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of incomeoperations, retained earnings changes in partners capital and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present in all material respects the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and (iv) a Compliance Certificate; (c) intentionally omitted; (d) with respect to each the Purchased Asset and related underlying Mortgaged Property serviced by any Property, but solely to the extent that Seller or an Affiliate of any Sellerreceives such report from the applicable Underlying Obligor, as applicable: (i) within thirty (30) days after the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim ServicerSeller, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package; (de) any other material agreements, correspondence, documents or other written information not included in an the Underwriting Package received by Seller after the Closing Date and not previously furnished to Agent which is related to such Seller or the Purchased AssetsAsset, as soon as possible promptly after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (ef) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor or the Purchased Asset as Buyer Agent may reasonably request.

Delivery of Financial Statements and Other Information. Each Seller The Group Companies shall deliver to each Investor holding at least 10,769,535 Ordinary Shares (on an as-converted basis) the following to Buyer, as soon as available and in any event within the time periods specifieddocuments or reports: (ai) within sixty ninety (60) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty (12090) days after the end of each fiscal year of Guarantorthe Company, (i) the a consolidated balance sheets income statement and statement of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year and a consolidated balance sheet for the Company as of the end of the fiscal year, audited and certified by the Auditor, and a management report including a comparison of the financial results of such fiscal year with the corresponding annual budget, all prepared in English or Chinese and in accordance with GAAP, and (iv) a Compliance Certificatethe Accounting Standards consistently applied throughout the period; (c) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any Seller: (iii) within thirty (30) days after of the end of each of the first three fiscal quarters, an unaudited consolidated income statement and statement of cash flows for such quarter and an unaudited consolidated balance sheet for the Company as of the end of such quarter, and a comparison of the financial results of such quarter with the corresponding quarterly budget, all prepared in English or Chinese and in accordance with the Accounting Standards consistently applied throughout the period (except for customary year-end adjustments and except for the absence of notes), and certified by the chief financial officer of the Company; Shareholders Agreement 32 (iii) within thirty (30) days of the end of each month, a consolidated unaudited income statement and statement of cash flows for such month and a consolidated unaudited balance sheet for the Company as of the end of such month, and a comparison of the financial results of such month with the corresponding monthly budget, all prepared in English or Chinese and in accordance with the Accounting Standards consistently applied throughout the period (except for customary year-end adjustments and except for the absence of notes), and certified by the chief financial officer of the Company; (iv) a draft annual capital expenditure and operating budget and strategic plan within fifteen (15) days prior to the end of each fiscal quarter year, setting forth: the projected detailed budgets, balance sheets, income statements and statements of such Sellercash flows on a month-to-month basis for the upcoming fiscal year of each Group Company; any dividend or distribution projected to be declared or paid; the projected incurrence, a quarterly report assumption or refinancing of Indebtedness; and all other material matters relating to the operation, development and business of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, and modifications or updates to the items contained in the Underwriting Package;Group Companies; and (dv) any other material agreements, correspondence, copies of all documents or other information not included in an Underwriting Package which is related sent to all other shareholders and any reports publicly filed by the Company with any relevant securities exchange, regulatory authority or governmental agency, no later than five (5) days after such Seller documents or information are filed by the Purchased Assets, as soon as possible after Company. The Company shall cause the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (e) such other information regarding chief financial officer and the financial condition, operations or business controller of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestthe Company to timely provide the above information.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to BuyerBuyer and any other Affiliated Hedge Counterparty, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantorquarters, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate, (iv) a schedule listing all assets and liabilities excluded from the Leverage Covenant calculations, as such covenant is set forth in Section 15(b) of the Guarantee Agreement and (v) a written certification by Seller and Guarantor of the market value of all Near Cash Securities as determined by an independent third party valuation agent reasonably acceptable to Buyer, showing all calculations and supporting materials; (b) within oneseventy-hundred and twenty five (12075) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) a projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year, to the extent such is prepared and (ivv) a Compliance Certificate; (c) all reports submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Guarantor made by such accountants, including any management letter commenting on Guarantor’s internal controls; (d) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller Property, on or an Affiliate of any Seller: (i) within thirty (30) days after the end of before each fiscal quarter of such SellerRemittance Date, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, all remittance, servicing, securitization, exception and other reports, if any, and all operating and financial statements and rent rolls of all Underlying ObligorsObligors for all Mortgaged Properties during the prior month, when and modifications as received from Sub-Servicer, an Underlying Obligor, a third-party servicer or updates to the items contained in the Underwriting Packagefrom any other source; (de) all financial statements, reports, notices and other documents that Guarantor sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (f) any other material agreements, correspondence, documents or other information not included in an Underwriting Package on the related Purchase Date, which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller Intermediate Starwood Entity or Guarantor; and (eg) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestrequest including, without limitation, any such information which is otherwise necessary to allow Buyer to monitor compliance with the terms of the Repurchase Documents.

Delivery of Financial Statements and Other Information. Each Seller Borrower shall deliver the following furnish to Buyer, as soon as available Agent and in any event within the time periods specifiedeach Lender: (ai) within sixty (60) 45 days after the end of each of the first three (3) fiscal quarters quarterly periods of each fiscal year of GuarantorBorrower, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries Borrower as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such periodperiod and statements of income (loss), setting forth in each case in comparative form the figures stockholders' equity and cash flow for the previous yearquarter and fiscal year to date periods, all prepared on a Consolidated basis, in accordance with GAAP, and (iii) in form and detail satisfactory to Agent and the Lenders and certified by a Compliance CertificateFinancial Officer, provided that with respect to any fiscal quarter for which financial statements are required to be delivered pursuant to this subpart, delivery of Borrower's Form 10‑Q as filed with the SEC for any such fiscal quarter shall satisfy the requirements of this subpart; (bii) within one-hundred and twenty (120) 90 days after the end of each fiscal year of GuarantorBorrower, (i) the consolidated balance sheets an annual audit report of Guarantor and its Subsidiaries as at the end of such fiscal yearBorrower for that year prepared on a Consolidated basis, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, and in form and detail satisfactory to Agent and certified by an independent registered public accounting firm satisfactory to Agent and the Required Lenders, which report shall include balance sheets and statements of income (ivloss), stockholders' equity and cash-flow for that period, together with a certificate by the accounting firm setting forth any Defaults and Events of Default coming to its attention during the course of its audit or, if none, a statement to that effect, provided that with respect to any fiscal year for which financial statements are required to be delivered pursuant to this subpart, delivery of Borrower's Form 10‑K as filed with the SEC for any such fiscal year shall satisfy the requirements of this subpart; (iii) concurrently with the delivery of the financial statements in (i) and (ii) above, a Compliance Certificate; (civ) as soon as available, copies of (A) each financial statement, report, notice or proxy statement sent by Borrower or any Material Subsidiary to public securities holders generally and (B) each regular or periodic report, each registration statement that shall have become effective and each final prospectus and all amendments thereto filed by Borrower or any Material Subsidiary with the SEC; provided, that any such documents that are filed pursuant to and are accessible through the SEC's XXXXX system will be deemed to have been provided in accordance with this clause (iv) so long as Agent has received notification of the same; (v) within 5 Business Days of the written request of Agent or any Lender, (A) with respect to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller Acquisition where the aggregate Consideration involved is less than or an Affiliate equal to $100,000,000, a written description of any Seller: (i) within thirty (30) days after Acquisition permitted under Section 5.13 hereof and the end of each fiscal quarter of such Seller, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level informationConsideration involved therewith, and (iiB) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicerwith respect to any Acquisition where the aggregate Consideration involved is greater than $100,000,000, remittance, servicing, securitization, exception a written description of any Acquisition permitted under Section 5.13 hereof and other reports, operating and financial statements of Underlying Obligorsthe Consideration involved therewith, and modifications or updates to the items contained in the Underwriting Package; (d) any other material agreements, correspondence, documents or such other information not included in an Underwriting Package which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor Agent or any Affiliate of such Seller or GuarantorLender may reasonably request; and (evi) within 10 days of the written request of Agent or any Lender, such other information regarding about the financial condition, properties and operations of any Company as Agent or business of such Seller, Guarantor or any Underlying Obligor as Buyer Lender may from time to time reasonably request, including, without limitation, consolidating financial statements of the Companies, which information shall be submitted in form and detail satisfactory to Agent or such Lender and certified by a Financial Officer of the Company or Companies in question.

Delivery of Financial Statements and Other Information. Each Seller shall deliver or cause to be delivered the following to BuyerBuyer or Verification Agent (if any), as Buyer may direct, as soon as available and in any event within the time periods specified: (a) [reserved]; (b) within sixty forty five (6045) days after the end of each fiscal quarter of the first three (3) fiscal quarters of each fiscal year of REIT Guarantor, provided that such financial statements are not publicly available on the REIT Guarantor’s website, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries the REIT Guarantor, as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings earnings, stockholders’ equity and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; provided, that if the REIT Guarantor fails to provide the financial statements, upon notice from Buyer, the REIT Guarantor must remedy such failure to deliver financial statements within two (2) Business Days; (bc) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of the REIT Guarantor, provided that such financial statements are not publicly available on the REIT Guarantor’s website, (i) the consolidated audited balance sheets of the REIT Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings earnings, stockholders’ equity and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of the REIT Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, GAAP and (iv) a Compliance Certificate; provided, that if the REIT Guarantor fails to provide the financial statements, upon notice from Buyer, the REIT Guarantor must remedy such failure to deliver financial statements within two (2) Business Days; (cd) all reports submitted to Seller or any Guarantor (each, a “Financial Reporting Person”) by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Seller made by such accountants, including any management letter commenting on such Financial Reporting Person’s internal controls, provided that such reports and letters are not publicly available on the REIT Guarantor’s website; (e) with respect to each Purchased Underlying Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate of any SellerProperty: (i) within thirty (30) days after the end of each fiscal quarter of such Sellereach Servicer, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim each Servicer, remittance, servicing, securitization, exception and other reports, operating and financial statements of Underlying Obligors, reports and modifications or updates to the items contained in the Underwriting PackagePreliminary Information; (df) if not otherwise publically available on a Financial Reporting Person’s website, all financial statements and material reports, notices and other documents that any Relevant Party sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (g) within ten (10) days after the end of each month, a report of all proposed sales, repurchases and other transactions with respect to the Purchased Assets, the form of which report shall be acceptable to Buyer, provided that such statements, reports, notices and other documents are not publicly available on the REIT Guarantor’s website; (h) within fifteen (15) days after the end of each month, a properly completed Purchased Asset Data Summary, substantially in the form of Exhibit J, with respect to each Purchased Asset; (i) monthly servicing reports, including static pool analyses and liquidity (cash and availability) in the form of Exhibit M, which monthly reports shall be due on each Reporting Date with respect to the Purchased Assets; (j) monthly servicing data feeds detailing Mortgage Loan level attributes with respect to the Purchased Assets; (k) monthly reports reflecting those Underlying Assets that are expected to become REO Properties within sixty (60) days; (l) within five (5) Business Days after any material amendment, modification or supplement has been entered into with respect to the Servicing Agreement, a fully executed copy thereof, certified by Seller to be true, correct and complete; (m) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to such Seller Seller, the Purchased Assets or the Purchased Underlying Assets, as soon as possible after the discovery thereof by such Seller, Guarantor any Relevant Party or any an Affiliate of such any Relevant Party; (n) as soon as available, copies of any reports prepared by the Program Administrator pursuant to the Participation Agreement or the Servicer with respect to the Seller or Guarantorthe Underlying Assets; (o) as soon as available, and in any event within thirty (30) days of receipt, (x) copies of relevant portions of any final written Agency and Governmental Authority and investor audits, examinations, evaluations, monitoring reviews and reports of its operations (including those prepared on a contract basis) which provide for or relate to (i) material corrective action required, (ii) material sanctions proposed, imposed or required, including without limitation notices of defaults, notices of termination of approved status, notices of imposition of supervisory agreements or interim servicing agreements, and notices of probation, suspension, or non-renewal with respect to any Relevant Party in connection with its residential mortgage or structured products platform; (p) such other daily/weekly/monthly reports as may be reasonably required by Buyer; and (eq) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor Financial Reporting Person as Buyer may reasonably request.

Delivery of Financial Statements and Other Information. Each Seller shall deliver the following to Buyer, as soon as available and in any event within the time periods specified: (a) within sixty forty-five (6045) days after the end of each of the first three (3) fiscal quarters of quarter and each fiscal year of Guarantor, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings and cash flows for such period and the portion of the fiscal year through the end of such period, setting forth in each case in comparative form the figures for the previous year, and (iii) a Compliance Certificate; (b) within one-hundred and twenty ninety (12090) days after the end of each fiscal year of Guarantor, (i) the consolidated audited balance sheets of Guarantor and its Subsidiaries as at the end of such fiscal year, (ii) the related consolidated statements of income, retained earnings and cash flows for such year, audited by a firm of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of and for such fiscal year in accordance with GAAP, (iv) a projections of Guarantor of the operating budget and cash flow budget of Guarantor for the following fiscal year, to the extent such is prepared and (ivv) a Compliance Certificate; (c) all reports submitted to Guarantor by independent certified public accountants in connection with each annual, interim or special audit of the books and records of Guarantor made by such accountants, including any management letter commenting on Guarantor’s internal controls; (d) with respect to each Purchased Asset and related underlying Underlying Mortgaged Property serviced by any Seller Property, on or an Affiliate of any Seller: (i) within thirty (30) days after the end of before each fiscal quarter of such SellerRemittance Date, a quarterly report of the following: delinquency, loss experience, internal risk rating, surveillance, rent roll, occupancy and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, all remittance, servicing, securitization, exception and other reports, if any, and all operating and financial statements and rent rolls of all Underlying ObligorsObligors for all Mortgaged Properties during the prior month, when and modifications as received from Sub-Servicer, an Underlying Obligor, a third-party servicer or updates to the items contained in the Underwriting Packagefrom any other source; (de) all financial statements, reports, notices and other documents that Guarantor sends to holders of its Equity Interests or makes to or files with any Governmental Authority, promptly after the delivery or filing thereof; (f) any other material agreements, correspondence, documents or other information not included in an the Underwriting Package on the Closing Date, which is related to such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller Intermediate Starwood Entity or Guarantor; and (eg) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestrequest including, without limitation, any such information which is otherwise necessary to allow Buyer to monitor compliance with the terms of the Repurchase Documents.

Delivery of Financial Statements and Other Information. Each Seller The Company shall deliver the following to Buyer, as soon as available and in any event within the time periods specifiedeach Major Investor: (a) as soon as practicable, but in any event within sixty one hundred twenty (60120) days after the end of each fiscal year of the Company (i) a balance sheet as of the end of such year, (ii) statements of income and of cash flows for such year, and a comparison between (x) the actual amounts as of and for such fiscal year and (y) the comparable amounts for the prior year and as included in the Budget (as defined in Subsection 3.1(e)) for such year, with an explanation of any material differences between such amounts and a schedule as to the sources and applications of funds for such year, and (iii) a statement of stockholders’ equity as of the end of such year, all such financial statements audited and certified by independent public accountants of regionally recognized standing selected by the Company; (b) as soon as practicable, but in any event within thirty (30) days after the end of each of the first three (3) fiscal quarters of each fiscal year of Guarantorthe Company, (i) the unaudited consolidated balance sheets of Guarantor and its Subsidiaries as at the end of each such period, (ii) the related unaudited consolidated statements of income, retained earnings income and cash flows for such period fiscal quarter, and the portion an unaudited balance sheet and a statement of the fiscal year through stockholders’ equity as of the end of such periodfiscal quarter, setting forth all prepared in each case in comparative form the figures for the previous accordance with GAAP (except that such financial statements may (i) be subject to normal year, -end audit adjustments; and (iiiii) a Compliance Certificatenot contain all notes thereto that may be required in accordance with GAAP); (bc) as soon as practicable, but in any event within one-hundred and twenty thirty (12030) days after the end of each of the first three (3) quarters of each fiscal year of Guarantorthe Company, (i) a statement showing the consolidated balance sheets number of Guarantor shares of each class and its Subsidiaries as series of capital stock and securities convertible into or exercisable for shares of capital stock outstanding at the end of such fiscal yearthe period, the Common Stock issuable upon conversion or exercise of any outstanding securities convertible or exercisable for Common Stock and the exchange ratio or exercise price applicable thereto, and the number of shares of issued stock options and stock options not yet issued but reserved for issuance, if any, all in sufficient detail as to permit the Investors to calculate their respective percentage equity ownership in the Company, and certified by the chief financial officer or chief executive officer of the Company as being true, complete, and correct; (iid) as soon as practicable, but in any event within thirty (30) days of the related consolidated statements end of incomeeach month, retained earnings an unaudited income statement and statement of cash flows for such yearmonth, audited by a firm and an unaudited balance sheet and statement of accountants that is then approved by the Public Company Accounting Oversight Board, setting forth in each case in comparative form the figures for the previous year, (iii) an opinion thereon stockholders’ equity as of independent certified public accountants of recognized national standing, which opinion shall not be qualified as to scope of audit or going concern and shall state that said financial statements fairly present the financial condition and results of operations of Guarantor and its Subsidiaries as at the end of such month, all prepared in accordance with GAAP (except that such financial statements may (i) be subject to normal year-end audit adjustments and for such fiscal year (ii) not contain all notes thereto that may be required in accordance with GAAP, and (iv) a Compliance Certificate); (ce) with respect as soon as practicable, but in any event thirty (30) days before the end of each fiscal year, a budget and business plan for the next fiscal year (collectively, the “Budget”), prepared on a monthly basis, including balance sheets, income statements, and statements of cash flow for such months and, promptly after prepared, any other budgets or revised budgets prepared by the Company; (f) as soon as practicable following their provision to each Purchased Asset and related underlying Mortgaged Property serviced by any Seller or an Affiliate the Board of Directors, as applicable, copies of any Seller: forecasts or updates thereto provided to management and/or the Board of Directors (iprovided, however, that the information in this clause (f) shall only be provided to Malin (as defined below) and Novartis Pharma AG (together with its Affiliates, “Novartis”)); and (g) as soon as practicable, but in any event within thirty (30) days after the end of each fiscal quarter of such Sellerthe Company, a quarterly report an update on headcount by department and geographic location (provided, however, that the information in this clause (g) shall only be provided to Malin and Novartis). If, for any period, the Company has any subsidiary whose accounts are consolidated with those of the following: delinquencyCompany, loss experiencethen, internal risk ratingin respect of such period, surveillance, rent roll, occupancy the financial statements delivered pursuant to the foregoing sections shall be the consolidated and other property-level information, and (ii) within ten (10) days after receipt or preparation thereof by such Seller or Interim Servicer, remittance, servicing, securitization, exception and other reports, operating and consolidating financial statements of Underlying Obligors, the Company and modifications or updates to the items contained in the Underwriting Package; (d) any other material agreements, correspondence, documents or other information not included in an Underwriting Package which is related to all such Seller or the Purchased Assets, as soon as possible after the discovery thereof by such Seller, Guarantor or any Affiliate of such Seller or Guarantor; and (e) such other information regarding the financial condition, operations or business of such Seller, Guarantor or any Underlying Obligor as Buyer may reasonably requestconsolidated subsidiaries.