Common use of Financial and Other Statements Clause in Contracts

Financial and Other Statements. Notwithstanding anything contained in Section 7.7, during the term of this Agreement, the Company shall also provide to MergerCo or its representatives the following documents and information: (a) As soon as reasonably available after filing with the SEC, the Company will deliver to MergerCo or its representatives the Company's Quarterly Report on Form 10-Q as filed under the Exchange Act for each fiscal quarter ending after the date of this Agreement. As soon as reasonably available after filing with the SEC, the Company will deliver to MergerCo or its representatives the Company's Annual Report on Form 10-K, as filed under the Exchange Act for each fiscal year ending after the date of this Agreement. The Company will also deliver to MergerCo or its representatives, contemporaneously with its being filed with the SEC, a copy of each Current Report on Form 8-K. As soon as reasonably available, the Company will deliver to MergerCo or its representatives copies of financial reports for each calendar month ending after the date of this Agreement prepared by the Company's management in the ordinary course of business. (b) Promptly upon receipt thereof, the Company will furnish to MergerCo or its representatives copies of all internal control reports submitted to the Company or any Company Subsidiary by independent accountants in connection with each annual, interim or special audit of the books of the Company or any such Company Subsidiary made by such accountants. (c) As soon as practicable, the Company will furnish to MergerCo or its representatives copies of all such financial statements and reports as the Company or any Company Subsidiary shall send to its stockholders, the SEC or any other regulatory authority, to the extent any such reports furnished to any such regulatory authority are not confidential and except as legally prohibited thereby.

Financial and Other Statements. Notwithstanding anything contained in Section 7.7, during During the term of this Agreement, the Company shall also provide to MergerCo or its representatives Parent the following documents and information: (a) As soon as reasonably available after filing with the SECContemporaneously therewith, the Company will deliver shall furnish to MergerCo or its representatives the Company's Quarterly Report on Form 10-Q as filed under the Exchange Act for Parent a copy of each fiscal quarter ending after the date of this Agreement. As soon as reasonably available after filing with the SEC, the Company will deliver to MergerCo or its representatives the Company's Annual Report on Form 10-K, as filed under the Exchange Act for each fiscal year ending after the date of this Agreement. The Company will also deliver to MergerCo or its representativesQuarterly Report on Form 10-Q, contemporaneously with its being filed with the SEC, a copy of each and Current Report on Form 8-K. As soon as reasonably available, K filed by the Company will deliver to MergerCo or its representatives copies of financial reports for with the Commission and each calendar month ending after such report shall be in compliance with the date of federal Securities Laws and with all representations and warranties contained in this Agreement prepared by the Company's management in the ordinary course of businessapplicable to Company SEC Reports. (b) As soon as practicable, the Company shall furnish to Parent copies of all such financial statements and reports as it or any Company Subsidiary shall send to its stockholders, the Commission or any other regulatory authority, to the extent any such reports furnished to any such regulatory authority are not confidential and except as legally prohibited thereby. (c) Promptly upon receipt thereof, the Company will shall furnish to MergerCo or its representatives Parent copies of all internal control reports submitted to the Company or any Company Subsidiary by its independent accountants in connection with each annual, interim or special audit of the books of the Company or any such Company Subsidiary made by such accountants. (cd) As soon as practicable, the Company will shall furnish to MergerCo or its representatives copies Parent (i) monthly profit and loss statements, (ii) monthly a listing of all accounts receivable, including aging, as of the end of each two week period, (iii) inventory analysis as of the end of each month, (iv) monthly a listing of accounts payable, including aging, as of the end of each two week period, (v) bi-weekly, a detailed report of current employee headcount, (vi) bi-weekly, a report of Net Cash as of the end of each two-week period and projected for each subsequent two-week period and as of the Closing Date and (vii) such additional financial statements and reports data as the Company or any Company Subsidiary shall send to its stockholders, the SEC or any other regulatory authority, to the extent any such reports furnished to any such regulatory authority are not confidential and except as legally prohibited therebyParent may reasonably request.