Common use of Financial Condition; SEC Filings Clause in Contracts

Financial Condition; SEC Filings. (a) For the period ended September 30, 2011 (and additionally for the months ended October 31, 2011, November 30, 2011 and December 31, 2011 with respect to the Company and its Subsidiaries), the Principal Companies have heretofore delivered to the Lenders and the Agent, at the Lenders’ and Agent’s request, the financial statements and information set forth in Schedule 5.3. All such statements were prepared in conformity with Third Amended & Restated Credit Agreement GAAP and fairly present, in all material respects, the financial position (on a consolidated basis) of the entities described in such financial statements as at the respective dates thereof and the results of operations and cash flows (on a consolidated basis) of the entities described therein for each of the periods then ended, subject, in the case of any such unaudited financial statements, to changes resulting from audit and normal year-end adjustments (which will not be material in amount and effect) and the absence of footnotes required by GAAP. No Principal Company or any of its Subsidiaries has (and will not have following the extension of the Loans) any Contingent Obligation, contingent liability or liability for taxes, long-term lease or unusual forward or long-term commitment that, as of the Closing Date, is not reflected in the foregoing financial statements or the notes thereto and that, in any such case, is material in relation to the business, operations, Properties, condition (financial or otherwise) or prospects of such Principal Company or any of its Subsidiaries. No Principal Company or any of its Subsidiaries has entered into any off-balance sheet arrangements or transactions. During the past three years, no Principal Company or any of its Subsidiaries have restated any of their financial statements and no Principal Company or any of its Subsidiaries is aware of any facts which may require such restatement.

Financial Condition; SEC Filings. (a) For the period ended September June 30, 2011 2010 (and additionally for the months ended October July 31, 2011, November 30, 2011 2010 and December August 31, 2011 2010 with respect to the Company and its Subsidiaries), the Principal Companies have heretofore delivered to the Lenders and the Agent, at the Lenders’ and Agent’s request, the financial statements and information set forth in Schedule 5.3. All such statements were prepared in conformity with Third Amended & Restated Credit Agreement GAAP and fairly present, in all material respects, the financial position (on a consolidated basis) of the entities described in such financial statements as at the respective dates thereof and the results of operations and cash flows (on a consolidated basis) of the entities described therein for each of the periods then ended, subject, in the case of any such unaudited financial statements, to changes resulting from audit and normal year-end adjustments (which will not be material in amount and effect) and the absence of footnotes required by GAAP. No Principal Company or any of its Subsidiaries has (and will not have following the extension of the Loans) any Contingent Obligation, contingent liability or liability for taxes, long-term lease or unusual forward or long-term commitment that, as of the Closing Date, is not reflected in the foregoing financial statements or the notes thereto and that, in any such case, is material in relation to the business, operations, Properties, condition (financial or otherwise) or prospects of such Principal Company or any of its Subsidiaries. No Principal Company or any of its Subsidiaries has entered into any off-balance sheet arrangements or transactions. During the past three years, no Principal Company or any of its Subsidiaries have restated any of their financial statements and no Principal Company or any of its Subsidiaries is aware of any facts which may require such restatement.