Common use of Financial Reports Clause in Contracts

Financial Reports. As of the Closing Date, the consolidated balance sheet of the Borrower and its Subsidiaries as at March 31, 2022, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower and its Subsidiaries as at September 30, 2022, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the six months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. Neither the Borrower nor any of its Restricted Subsidiaries has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.05.

Financial Reports. As of the Closing Date, the The (i) consolidated balance sheet of the Borrower and its Subsidiaries as at March 31of and for the fiscal year ended April 30, 20222014, and the related consolidated statements of incomecomprehensive income (loss), retained earnings stockholders’ equity and cash flows of the Borrower and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, Ernst & Young LLP, independent public accountants, and the unaudited interim (ii) consolidated balance sheet of the Borrower and its Subsidiaries as at September 30of and for the fiscal quarter ended January 31, 20222015, and the related unaudited consolidated statements of income, retained earnings comprehensive income (loss) and cash flows of the Borrower and its Subsidiaries for the six months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. Neither basis (subject, in the Borrower nor any case of its Restricted Subsidiaries has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant described in clause (ii) hereof, to Section 8.05changes resulting from normal year-end adjustments and the absence of footnotes).

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower AF REIT and its Subsidiaries as at March of December 31, 20222017 and the related consolidated statements of income, retained earnings and cash flows of AF REIT and its Subsidiaries for the Fiscal Year then ended, and accompanying notes thereto, which financial statements are accompanied by the unqualified audit report of independent public accountants, and the unaudited interim consolidated balance sheet of AF REIT and its Subsidiaries as of September 30, 2017, and the related consolidated statements of income, retained earnings and cash flows of the Borrower AF REIT and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower and its Subsidiaries as at September 30, 2022, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the six months Fiscal Quarter then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower AF REIT and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis, except as otherwise expressly noted therein. Neither To the Borrower’s knowledge, none of AF REIT, the Borrower nor or any of its Restricted Subsidiaries Subsidiary has contingent liabilities which are material to it and are required to be set forth in its financial statements or notes thereto in accordance with GAAP other than as indicated on such financial statements or, and notes thereto (including with respect to future periodsperiods as to which this representation is required to be remade, on the financial statements furnished pursuant to Section 8.058.5 hereof).

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower Loan Parties and its their Subsidiaries as at March 31December 28, 20222018, and the related consolidated statements of income, retained earnings and cash flows of the Borrower Loan Parties and its their Subsidiaries for the fiscal year Fiscal Year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, Xxxxx LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower Loan Parties and its their Subsidiaries as at September 30the Fiscal Quarter ended on or about March 29, 20222019, and the related consolidated statements of income, retained earnings and cash flows of the Borrower Loan Parties and its their Subsidiaries for the six months one (1) Fiscal Quarter then ended, heretofore furnished to the Administrative Agent and the LendersAgent, fairly present in all material respects the consolidated financial condition of the Borrower Loan Parties and its their Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. Neither the Borrower No Loan Party nor any of its Restricted Subsidiaries has contingent liabilities which are material to it that are required to be disclosed by GAAP other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower Company and its Subsidiaries as at March December 31, 2022, 2018 and the related consolidated statements of incomeoperations, retained earnings and cash flows and shareholders’ equity of the Borrower Company and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which consolidated financial statements are accompanied by the audit report of BDO USA, Ernst & Young LLP, an independent registered public accountantsaccounting firm, and the unaudited interim condensed consolidated balance sheet of the Borrower Company and its Subsidiaries as at September 30, 2022, 2019 and the related interim condensed consolidated statements of incomeoperations, retained earnings and cash flows and shareholders’ equity of the Borrower Company and its Subsidiaries for the six nine (9) months then ended, ended heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower Company and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP generally accepted accounting principles applied on a consistent basis, but subject, in the case of such interim condensed financial statements on the related notes thereto, to year end audit adjustments which are not expected to be material. Neither Except as disclosed in the Borrower Side Letter, neither the Company nor any Restricted Subsidiary has, to the best of its Restricted Subsidiaries has knowledge, contingent liabilities which are material could reasonably be expected to it have a Material Adverse Effect other than as indicated on such financial statements (including the notes thereof) or, with respect as to future periodseach reaffirmation of this sentence’s representation and warranty in the future, on the most recent financial statements furnished or the related notes thereto which are to be provided to the Lenders pursuant to Section 8.057.5 hereof.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower AF REIT and its Subsidiaries as at March of December 31, 20222020 and the related consolidated statements of income, retained earnings and cash flows of AF REIT and its Subsidiaries for the Fiscal Year then ended, and accompanying notes thereto, which financial statements are accompanied by the unqualified audit report of independent public accountants, and the unaudited interim consolidated balance sheet of AF REIT and its Subsidiaries as of June 30, 2021, and the related consolidated statements of income, retained earnings and cash flows of the Borrower AF REIT and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower and its Subsidiaries as at September 30, 2022, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the six months Fiscal Quarter then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower AF REIT and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis, except as otherwise expressly noted therein. Neither To the Borrower’s knowledge, none of AF REIT, the Borrower nor or any of its Restricted Subsidiaries Subsidiary has contingent liabilities which are material to it and are required to be set forth in its financial statements or notes thereto in accordance with GAAP other than as indicated on such financial statements or, and notes thereto (including with respect to future periodsperiods as to which this representation is required to be remade, on the financial statements furnished pursuant to Section 8.058.5 hereof).

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower and its Subsidiaries as at March 31September 30, 2022, 1995 and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USAXxxxxx Xxxxxxxx & Co., LLPS.C., independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower and its Subsidiaries as at September 30March 31, 2022, 1996 and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the six (6) months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP generally accepted accounting principles applied on a consistent basis. Neither the Borrower nor any of its Restricted Subsidiaries has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.057.5 hereof.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower Company and its Subsidiaries as at March December 31, 20222012, and the related consolidated statements of income, retained earnings and cash flows of the Borrower Company and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, Ernst & Young LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower Company and its Subsidiaries as at September June 30, 20222013, and the related consolidated statements of income, retained earnings and cash flows of the Borrower Company and its Subsidiaries for the six months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower Company and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basisbasis (except, in the case of such unaudited statements, for normal year-end audit adjustments). Neither Except as previously disclosed in writing to the Borrower Administrative Agent, neither the Company nor any of its Restricted Subsidiaries Subsidiary has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.059.4 hereof.

Financial Reports. As of the Closing Date, the (a) The consolidated balance sheet of the Borrower Parent, the Borrowers and its their respective Subsidiaries as at March December 31, 20222012, and the related consolidated statements of income, retained earnings and cash flows of the Borrower Parent, the Borrowers and its their respective Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which consolidated financial statements are accompanied by the audit report of BDO USA, LLPEKS&H LLLP, independent public accountants, heretofore furnished to the Administrative Agent and the Lenders and the unaudited interim consolidated balance sheet of the Borrower and its Subsidiaries as at September 30March 31, 2022, 2013 and the related consolidated statements of income, retained earnings and cash flows of the Borrower Parent, the Borrowers and its their respective Subsidiaries for the six months three (3) month period then ended, heretofore furnished to the Administrative Agent and the Lenders, (i) fairly present in all material respects the consolidated financial condition of the Borrower Parent, the Borrowers and its their respective Subsidiaries as at of said dates date and the consolidated results of their operations and cash flows for the periods period then ended and (ii) were prepared in conformity with GAAP applied on a consistent basisbasis for the period covered thereby, subject to normal year-end audit adjustments and the absence of required footnote disclosures. Neither None of the Borrower nor Borrowers, the Parent or any of its Restricted Subsidiaries Subsidiary has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5 hereof.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower Parent and its Subsidiaries subsidiaries and FTD.COM as at March 31June 30, 20222001, and the related consolidated statements of incomexx xxxome, retained earnings and cash flows of the Borrower Parent and its Subsidiaries subsidiaries and FTD.COM for the fiscal year then ended, and accompanying notes theretotherexx, which xxxch financial statements are accompanied by the audit report of BDO USA, KPMG LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower and its Subsidiaries as at September 30, 2022, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the six months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower Parent and its Subsidiaries subsidiaries and FTD.COM as at said dates and the consolidated results of their operations and operaxxxxx xnd cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. The balance sheet of FTD.COM as at June 30, 2001, and the related statements of operationx, xxxxined earnings (deficit) and cash flows of FTD.COM for the fiscal year then ended, and accompanying notes therexx, xxxch financial statements are accompanied by the audit report of KPMG LLP, independent public accountants, heretofore furnished to the Administrative Agent and the Lenders, fairly present the financial condition of FTD.COM as at said dates and the results of its operations and cash xxxxx xor the periods then ended in conformity with GAAP applied on a consistent basis. Neither the Borrower Parent, the Borrower, any other subsidiary of the Parent nor any of its Restricted Subsidiaries FTD.COM has contingent liabilities which are material to it other than as indicated thxx xx xndicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5 hereof.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower Parent and its Subsidiaries subsidiaries and XXX.XXX as at March 31June 30, 20222001, and the related consolidated statements of income, retained earnings and cash flows of the Borrower Parent and its Subsidiaries subsidiaries and XXX.XXX for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, KPMG LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower and its Subsidiaries as at September 30, 2022, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the six months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower Parent and its Subsidiaries subsidiaries and XXX.XXX as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. The balance sheet of XXX.XXX as at June 30, 2001, and the related statements of operations, retained earnings (deficit) and cash flows of XXX.XXX for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of KPMG LLP, independent public accountants, heretofore furnished to the Administrative Agent and the Lenders, fairly present the financial condition of XXX.XXX as at said dates and the results of its operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. Neither the Borrower Parent, the Borrower, any other subsidiary of the Parent nor any of its Restricted Subsidiaries XXX.XXX has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5 hereof.

Financial Reports. As of the Closing Date, the (i) The consolidated balance sheet of the Borrower Parent and its Subsidiaries as at March 31of April 30, 20222018, and the related consolidated statements of income, retained earnings and cash flows of the Borrower Parent and its Subsidiaries for the fiscal year Fiscal Year then ended, and accompanying notes thereto, which financial statements are accompanied by the unqualified audit report of BDO USA, LLP, independent public accountants, and (ii) the unaudited interim consolidated balance sheet of the Borrower Parent and its Subsidiaries as at September 30January 31, 20222018, and the related consolidated statements of income, retained earnings and cash flows of the Borrower Parent and its Subsidiaries for the six three months then ended, heretofore furnished to the Administrative Agent and the LendersAgent, fairly present present, in all material respects respects, the consolidated financial condition of the Borrower Parent and its Subsidiaries as at said dates such date and the consolidated results of their operations and cash flows for the periods period then ended in conformity with GAAP applied on a consistent basisbasis (subject, for the financial statements in clause (ii) above, to the absence of footnote disclosures and year-end audit adjustments), except as otherwise expressly noted therein. Neither the Borrower nor any of its Restricted Subsidiaries No Loan Party has contingent liabilities which are material to it and are required to be set forth in its financial statements or notes thereto in accordance with GAAP other than as indicated on such financial statements or, and notes thereto (including with respect to future periodsperiods as to which this representation is required to be remade, on the financial statements furnished pursuant to Section 8.058.5 hereof).

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower and its Subsidiaries as at March December 31, 20221996, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, LLPErnst & Young, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower and its Subsidiaries as at September 30, 20221997, and the related consolidated statements of income, income and retained earnings and cash flows of the Borrower and its Subsidiaries for the six 9 months then ended, heretofore furnished to the Administrative Agent and the LendersBanks, fairly present in all material respects the consolidated financial condition of the Borrower and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. Neither the Borrower nor any of its Restricted Subsidiaries other Subsidiary has contingent liabilities which are material to it other than as indicated on such financial statements or which have been incurred after such date with respect to Acquisitions consummated prior to the date of this Agreement and either disclosed on Schedule 6.7 attached hereto or disclosed to the Banks in the written materials delivered to the Banks pursuant to Section 6.7 hereof or, with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5 hereof.

Financial Reports. As of the Closing Date, the The audited consolidated balance sheet of the Borrower and its Subsidiaries as at March 31, 2022, and the related consolidated financial statements of income, retained earnings and cash flows of the Borrower Parent and its Subsidiaries for the fiscal year then endedended December 31, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, LLP, independent public accountants2019, and the unaudited interim consolidated balance sheet financial statements of Parent and its Subsidiaries for the fiscal year ended December 31, 2020, heretofore furnished to the Administrative Agent, fairly and adequately present the consolidated financial condition of Parent and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. As of any date after the Restatement Effective Date, the audited consolidated financial statements of the Borrower and its Subsidiaries as at September 30, 2022, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the six months then ended, heretofore most recently furnished to the Administrative Agent and the Lenderspursuant to Section 6.1, fairly and adequately present in all material respects the consolidated financial condition of the Borrower and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. Neither As of the Borrower nor date of the most recently delivered annual financial statements, no Loan Party or any Subsidiary of its Restricted Subsidiaries a Loan Party has contingent liabilities which required to be disclosed under GAAP or judgments, orders or injunctions against it that are material to it and which otherwise constitute an Event of Default under Section 7.1(g), other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.056.1.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower Parent and its Subsidiaries as at March 31June 30, 20222010, and the related consolidated statements of incomeoperations and accumulated deficit, retained earnings and consolidated statement of cash flows of the Borrower Parent and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the unqualified audit report of BDO USA, Ernst & Young LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower and its Subsidiaries Parent as at September 30, 20222010, and the related consolidated statements of income, retained earnings income and cash flows of the Borrower Parent and its Subsidiaries for the six three (3) months then ended, heretofore furnished to the Administrative Agent and the LendersLenders on or prior to the Closing Date, fairly present in all material respects the consolidated financial condition of the Borrower Parent and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP (except for the absence of footnotes and year-end adjustments in the case of unaudited financial statements) applied on a consistent basis. Neither the Borrower Parent nor any of its Restricted Subsidiaries Subsidiary has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5 hereof.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower Loan Parties and its their Subsidiaries as at March 31December 29, 20222017, and the related consolidated statements of income, retained earnings and cash flows of the Borrower Loan Parties and its their Subsidiaries for the fiscal year Fiscal Year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, KPMG US LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower Loan Parties and its their Subsidiaries as at September 30the Fiscal Quarter ended on or about June 29, 20222018, and the related consolidated statements of income, retained earnings and cash flows of the Borrower Loan Parties and its their Subsidiaries for the six months two (2) Fiscal Quarters then ended, heretofore furnished to the Administrative Agent and the LendersAgent, fairly present in all material respects the consolidated financial condition of the Borrower Loan Parties and its their Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. Neither the Borrower No Loan Party nor any of its Restricted Subsidiaries has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower and its Subsidiaries as at March 31of May 29, 20222021, and the related consolidated statements of incomeoperations, retained earnings comprehensive income (loss), stockholder’s equity and cash flows of the Borrower and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USAFxxxx, LLPPLLC, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower and its Subsidiaries as at September 30of August 28, 20222021, and the related consolidated statements of incomeoperations, retained earnings comprehensive income(loss), shareholder’s equity and cash flows of the Borrower and its Subsidiaries for the six three (3) months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. Neither the Borrower nor any of its Restricted Subsidiaries has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5.

Financial Reports. As of the Closing Date, the The restated consolidated balance sheet of the Borrower and its Subsidiaries as at March December 31, 20222003, and the related restated consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, Deloitte & Touche LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower and its Subsidiaries as at September 30, 20222004, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the six 9 months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. Neither the Borrower nor any of its Restricted Subsidiaries Subsidiary has contingent liabilities which are material to it the Borrower and the Subsidiaries, taken as a whole, other than as indicated on in such restated financial statements (including the footnotes thereto) or, with respect to future periods, on in the financial statements (including the footnotes thereto) furnished pursuant to Section 8.058.5 hereof.

Financial Reports. As of the Closing Date, the The (a) consolidated balance sheet of the Borrower and its Subsidiaries as at March December 31, 20222010, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USAErnst & Young, LLP, independent public accountants, and (b) the unaudited interim consolidated balance sheet of the Borrower and its Subsidiaries as at September 30for the fiscal quarter ended March 31, 20222011, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the six 3 months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basisbasis (and in the case of (b), subject to the absence of footnote disclosures and year-end audit adjustments). Neither the Borrower nor any of its Restricted Subsidiaries Subsidiary has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5 hereof.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower and its Subsidiaries as at March December 31, 20222011, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, Deloitte & Touche LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower and its Subsidiaries as at September 30, 20222012, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the six 9 months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis, subject to changes resulting from audit, normal year-end audit adjustments and the absence of certain footnotes. Neither the Borrower nor any of its Restricted Subsidiaries has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower and its Subsidiaries as at March December 31, 20222009, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, Xxxxx Xxxxxxxx LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower and its Subsidiaries as at September 30October 3, 20222010, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the six nine (9) months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. Neither the Borrower nor any of its Restricted Subsidiaries Subsidiary has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5 hereof.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower ARC REIT and its Subsidiaries as at March of December 31, 20222013, and the related consolidated statements of income, retained earnings and cash flows of the Borrower ARC REIT and its Subsidiaries for the fiscal year Fiscal Year then ended, and accompanying notes thereto, which financial statements are accompanied by the unqualified audit report of BDO USA, LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower ARC REIT and its Subsidiaries as at of September 30, 20222014, and the related consolidated statements of income, retained earnings and cash flows of the Borrower ARC REIT and its Subsidiaries for the six months Fiscal Quarter then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower ARC REIT and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis, except as otherwise expressly noted therein. Neither To the Borrower’s knowledge, none of ARC REIT, the Borrower nor or any of its Restricted Subsidiaries Subsidiary has contingent liabilities which are material to it and are required to be set forth in its financial statements or notes thereto in accordance with GAAP other than as indicated on such financial statements or, and notes thereto (including with respect to future periodsperiods as to which this representation is required to be remade, on the financial statements furnished pursuant to Section 8.058.5 hereof).

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower and its Subsidiaries as at March 31of June 3, 20222017, and the related consolidated statements of incomeoperations, retained earnings comprehensive income (loss), stockholder’s equity and cash flows of the Borrower and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USAFrost, LLPPLLC, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower and its Subsidiaries as at September 30of December 2, 20222017, and the related consolidated statements of incomeoperations, retained earnings comprehensive income(loss), shareholder’s equity and cash flows of the Borrower and its Subsidiaries for the six 6 months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. Neither the Borrower nor any of its Restricted Subsidiaries has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Parent, the Borrower and its Subsidiaries as at March December 31, 20222008, and the related consolidated statements of income, retained earnings and cash flows of the Parent, the Borrower and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which consolidated financial statements are accompanied by the audit report of BDO USA, LLPXxxxxxxx Xxxxx Xxxxxxx & Xxxxxxx PC, independent public accountants, and the unaudited interim consolidated balance sheet of the Parent, the Borrower and its Subsidiaries as at September of June 30, 20222009, and the related consolidated statements of income, retained earnings and cash flows of the Borrower Parent and its Subsidiaries for the six 6 months then ended, heretofore furnished to the Administrative Agent and the Lenders, (a) fairly present in all material respects the consolidated financial condition of the Parent, the Borrower and its Subsidiaries as at of said dates and the consolidated results of their operations and cash flows for the periods then ended and (b) were prepared in conformity with GAAP applied on a consistent basisbasis for the period covered thereby, subject in the case of clauses (a) and (b) above to the absence of footnotes and normal year-end audit adjustments. Neither None of the Borrower nor Borrower, the Parent or any of its Restricted Subsidiaries Subsidiary has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5 hereof.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower and its Restricted Subsidiaries as at March December 31, 20222019, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Restricted Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, KPMG LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower and its Restricted Subsidiaries as at March 31, 2020, June 30, 2020 and September 30, 2022, 2020 and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Restricted Subsidiaries for the six nine months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower and its Restricted Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. Neither the Borrower nor any of its Restricted Subsidiaries has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.056.5.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower Company and its Subsidiaries as at March December 31, 20222010, and the related consolidated statements of income, retained earnings and cash flows of the Borrower Company and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, Ernst & Young LLP, the Company’s independent registered public accountantsaccounting firm, and the unaudited interim consolidated balance sheet and Form 10-Q report of the Borrower Company and its Subsidiaries as at September 30, 20222011, and the related consolidated statements of income, retained earnings and cash flows of the Borrower Company and its Subsidiaries for the six nine (9) months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower Company and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basisbasis throughout the period covered thereby, except as expressly noted therein. Neither the No Borrower nor any of its Restricted Subsidiaries or Subsidiary has contingent liabilities which are material to it and which are required in accordance with GAAP to be disclosed in the year end audited financial statements other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5 hereof.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower and its Restricted Subsidiaries as at March December 31, 20222020, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Restricted Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, KPMG LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower and its Restricted Subsidiaries as at March 31, 2021, June 30, 2021 and September 30, 2022, 2021 and the related consolidated statements of income, retained 744209099 20664705 earnings and cash flows of the Borrower and its Restricted Subsidiaries for the six nine months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower and its Restricted Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. Neither the Borrower nor any of its Restricted Subsidiaries has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.056.5.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower and its Subsidiaries as at March December 31, 20222001, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, Xxxxxx Xxxxxxxx LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower and its Subsidiaries as at September 30, 20222002, and the related consolidated statements of income, income and retained earnings and cash flows of the Borrower and its Subsidiaries for the six 9 months then ended, heretofore furnished to the Administrative Agent and the LendersBanks, fairly present in all material respects the consolidated financial condition of the Borrower and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basisbasis (other than changes then required by GAAP). Neither the Borrower nor any of its Restricted Subsidiaries Subsidiary has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5 hereof.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower and its Subsidiaries as at March December 31, 20221997, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, LLPErnst & Young, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower and its Subsidiaries as at September 30March 31, 20221998, and the related consolidated statements of income, income and retained earnings and cash flows of the Borrower and its Subsidiaries for the six 3 months then ended, heretofore furnished to the Administrative Agent and the LendersBanks, fairly present in all material respects the consolidated financial condition of the Borrower and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. Neither the Borrower nor any of its Restricted Subsidiaries other Subsidiary has contingent liabilities which are material to it other than as indicated on such financial statements or which have been incurred after such date with respect to Acquisitions consummated prior to the date of this Agreement and either disclosed on Schedule 6.7 attached hereto or disclosed to the Banks in the written materials delivered to the Banks pursuant to Section 6.7 hereof or, with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5 hereof.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower Borrowers and its their Subsidiaries as at March 31August 30, 20222002, and the related consolidated statements of income, retained earnings and cash flows of the Borrower Borrowers and its their Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USAErnst & Young, LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower Borrowers and its their Subsidiaries as at September 30May 31, 20222003, and the related consolidated statements of income, retained earnings and cash flows of the Borrower Borrowers and its their Subsidiaries for the six three (3) months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower Borrowers and its their Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basisbasis and disclose or reflect all its actual and contingent liabilities at that date. Neither of the Borrower Borrowers nor any of its Restricted Subsidiaries Subsidiary has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.057.5 hereof.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower and its Subsidiaries as at March December 31, 20222005, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, Gxxxx Xxxxxxxx LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower and its Subsidiaries as at September 30April 2, 20222006, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the six three (3) months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. Neither the Borrower nor any of its Restricted Subsidiaries Subsidiary has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5 hereof.

Financial Reports. As of the Closing Date, the The (i) consolidated balance sheet of the Borrower Company and its Subsidiaries as at March 31June 30, 20221996, and the related consolidated statements of income, retained earnings and cash flows of the Borrower Company and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, LLPArthxx Xxxexxxx XXX, independent public accountants, and the (ii) unaudited interim consolidated balance sheet of the Borrower Company and its Subsidiaries as at September 30March 31, 20221997, and the related consolidated statements of income, retained earnings and cash flows of the Borrower Company and its Subsidiaries for the six nine (9) months then ended, and (iii) preliminary unaudited interim consolidated balance sheet of the Company and its Subsidiaries as at June 30, 1997, and the related consolidated statements of income, retained earnings and cash flows of the Company and its Subsidiaries for the fiscal year then ended, all as heretofore furnished to the Administrative Agent and the LendersBank, fairly present in all material respects the consolidated financial condition of the Borrower Company and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP generally accepted accounting principles applied on a consistent basis. Neither the Borrower Company nor any of its Restricted Subsidiaries Subsidiary has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5 hereof.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower and its Subsidiaries as at March 31September 30, 20222002, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, PricewaterhouseCoopers LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower and its Subsidiaries as at September June 30, 20222003, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the six nine (9) months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. Neither the Borrower nor any of its Restricted Subsidiaries Subsidiary has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5 hereof.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower Postal Realty REIT and its Subsidiaries as at March December 31, 2022, 20202021 and the related consolidated statements of income, retained earnings and cash flows of the Borrower Postal Realty REIT and its Subsidiaries for the fiscal year Fiscal Year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower Postal Realty REIT and its Subsidiaries as at September 30March 31, 2022, 2021 and the related consolidated statements of income, retained earnings and cash flows of the Borrower Postal Realty REIT and its Subsidiaries for the six 3 months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present present, in all material respects respects, the consolidated financial condition of the Borrower Postal Realty REIT and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. Neither the Borrower Postal Realty REIT nor any of its Restricted Subsidiaries Loan Party has contingent liabilities which are material to it and are required to be set forth in its financial statements or notes thereto in accordance with GAAP other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished from time to time pursuant to Section 8.058.5.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower and its Subsidiaries as at March December 31, 20222016, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, ‑68‑ KPMG LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower and its Subsidiaries as at September 30March 31, 20222017, and the related consolidated statements of income, retained earnings and cash flows of the Borrower and its Subsidiaries for the six nine months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. Neither the Borrower nor any of its Restricted Subsidiaries has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of Trade Street REIT, the Borrower and its Subsidiaries as at March of December 31, 20222011, and the related consolidated statements of income, retained earnings and cash flows of Trade Street REIT, the Borrower and its Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which financial statements are accompanied by the unqualified audit report of BDO USA, LLP, independent public accountants, and the unaudited interim consolidated balance sheet of Trade Street REIT, the Borrower and its Subsidiaries as at September 30, 20222012, and the related consolidated statements of income, retained earnings and cash flows of Trade Street REIT, the Borrower and its Subsidiaries for the six nine (9) months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present in all material respects the consolidated financial condition of the Borrower and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. Neither None of Trade Street REIT, the Borrower nor or any of its Restricted Subsidiaries Subsidiary has contingent liabilities which are material to it and are required to be set forth in its financial statements or notes thereto in accordance with GAAP other than as indicated on such financial statements orand notes thereto, including with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5 hereof.

Financial Reports. As of the Closing Date, the The consolidated balance sheet of the Borrower Postal Realty REIT and its Subsidiaries as at March December 31, 2022, 2020 and the related consolidated statements of income, retained earnings and cash flows of the Borrower Postal Realty REIT and its Subsidiaries for the fiscal year Fiscal Year then ended, and accompanying notes thereto, which financial statements are accompanied by the audit report of BDO USA, LLP, independent public accountants, and the unaudited interim consolidated balance sheet of the Borrower Postal Realty REIT and its Subsidiaries as at September 30March 31, 2022, 2021 and the related consolidated statements of income, retained earnings and cash flows of the Borrower Postal Realty REIT and its Subsidiaries for the six 3 months then ended, heretofore furnished to the Administrative Agent and the Lenders, fairly present present, in all material respects respects, the consolidated financial condition of the Borrower Postal Realty REIT and its Subsidiaries as at said dates and the consolidated results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis. Neither the Borrower Postal Realty REIT nor any of its Restricted Subsidiaries Loan Party has contingent liabilities which are material to it and are required to be set forth in its financial statements or notes thereto in accordance with GAAP other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished from time to time pursuant to Section 8.058.5.

Financial Reports. As of the Closing Date, the (a) The consolidated balance sheet of the Borrower Parent, the Borrowers and its their respective Subsidiaries as at March December 31, 20222011, and the related consolidated statements of income, retained earnings and cash flows of the Borrower Parent, the Borrowers and its their respective Subsidiaries for the fiscal year then ended, and accompanying notes thereto, which consolidated financial statements are accompanied by the audit report of BDO USA, LLPExxxxxxx Kxxxx Sxxxxxx & Hxxxxxx PC, independent public accountants, heretofore furnished to the Administrative Agent and the Lenders and the unaudited interim consolidated balance sheet of the Borrower and its Subsidiaries as at September 30March 31, 2022, 2012 and the related consolidated statements of income, retained earnings and cash flows of the Borrower Parent, the Borrowers and its their respective Subsidiaries for the six months three (3) month period then ended, heretofore furnished to the Administrative Agent and the Lenders, (i) fairly present in all material respects the consolidated financial condition of the Borrower Parent, the Borrowers and its their respective Subsidiaries as at of said dates date and the consolidated results of their operations and cash flows for the periods period then ended and (ii) were prepared in conformity with GAAP applied on a consistent basisbasis for the period covered thereby, subject to normal year-end audit adjustments and the absence of required footnote disclosures. Neither None of the Borrower nor Borrowers, the Parent or any of its Restricted Subsidiaries Subsidiary has contingent liabilities which are material to it other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished pursuant to Section 8.058.5 hereof.