Common use of Financial Statements and Information Clause in Contracts

Financial Statements and Information. Furnish to Agent fifteen (15) copies of each of the following: (a) as soon as available and in any event within 100 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, Annual Financial Statements of Borrower in the form filed with the Securities and Exchange Commission (publicly filing Borrower’s 10-K with the Securities and Exchange Commission, with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of the subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the Securities and Exchange Commission); (b) as soon as available and in any event within 60 days after the end of each fiscal quarter, Quarterly Financial Statements of Borrower in the form filed with the SEC (publicly filing Borrower’s Form 10-Q with the Securities and Exchange Commission with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar /webusers.htm or such successor webpage of the Securities and Exchange Commission); (c) concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof commencing with the Quarterly Financial Statement prepared as of March 31, 2007, a compliance certificate (“Compliance Certificate”) in the form of Exhibit E hereto, duly executed by such authorized officer; (d) as soon as available and in any event within 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (e) as soon as available and in any event within 60 days after the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on March 31, 2007, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (f) as soon as available and in any event within 180 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any of its Subsidiaries to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency (and is publicly available); provided that publicly filing such documents with the Securities and Exchange Commission and providing notice thereof to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm; (h) within sixty (60) days after the end of each fiscal year, projections of the consolidated financial statements of Borrower and its Subsidiaries for the following fiscal year; (i) at the request of Agent or the Majority Lenders, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiaries, in such form and substance as is utilized by the applicable Insurance Company Subsidiary in the ordinary course of its business and which conforms to normal and customary industry practice, issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant to be reasonably satisfactory to Agent and the Majority Lenders; (j) within thirty (30) days after the provision thereof, all significant reports by the National Association of Insurance Commissioners or any insurance regulatory authority or other Governmental Authority with respect to any Insurance Company Subsidiary’s insurance business, and (k) such other financial projections and other information (including without limitation significant filings under state insurance holding company acts) relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent (or any Lender through Agent). Each delivery of a financial statement pursuant to this Section 7.2 shall constitute a restatement of the representations contained in the last two sentences of Section 6.2 with respect to the period of time from the date of such most recently delivered financial statements.

Financial Statements and Information. Furnish The Company shall furnish to Agent fifteen (15) copies of each of the followingTrustee: (a) as soon as available practicable and in any event within 100 45 days after the end of each applicable of the four quarters of each fiscal year and within 90 days of the end of each fiscal year (i) copies of the quarterly and annual reports and of the other information, documents, and other reports which the Company files or is required to file with the SEC pursuant to the Exchange Act and of any other reports or information which the Company delivers or makes available to any of its security holders, at the time of filing such reports with the SEC or of delivery to the Company's security holders, as the case may be (but in no event later than the time such filing or delivery is required pursuant to the Exchange Act) or (ii) as soon as practicable and in any event within 45 days after the end of each of the four quarters of each fiscal year and within 90 days of the end of each fiscal year, beginning quarterly reports for the four quarters of each fiscal year of the Company and annual reports which the Company would have been required to file under any provision of the Exchange Act if it had a class of securities listed on a national securities exchange or was otherwise required to file such reports under the Exchange Act, within fifteen Business Days of when such report would have been filed under Section 13 of the Exchange Act, together with copies of a consolidating balance sheet of the Company and its Subsidiaries as of the end of each such accounting period and of the related consolidating statements of income and cash flow for the portion of the fiscal year ending on December 31then ended, 2007, Annual Financial Statements all in reasonable detail and all certified by the principal financial officer of Borrower the Company to present fairly the information contained therein in accordance with GAAP (and in the form filed with case of annual reports, including financial statements, audited and certified by the Securities and Company's independent public accountants as required under the Exchange Commission (publicly filing Borrower’s 10-K with the Securities and Exchange Commission, with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of the subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the Securities and Exchange CommissionAct); (b) within ninety days after the end of each fiscal year, a written statement by the Company's independent certified public accountants stating as soon to the Company whether in connection with their audit examination, any Default or Event of Default has come to their attention; (c) (i) within forty-five days after the end of the four quarters of the Company's fiscal year and within ninety days after the end of the Company's fiscal year, an Officers' Certificate setting forth computations in reasonable detail showing, as available at the end of such quarter or fiscal year, as the case may be, the Company's compliance with Sections 7.6, 7.8, 7.11, 7.12 and in any event 7.13, and (ii) within 60 45 days after the end of each fiscal quarter, Quarterly Financial Statements of Borrower in the form filed with the SEC (publicly filing Borrower’s Form 10-Q with the Securities and Exchange Commission with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar /webusers.htm or such successor webpage of the Securities and Exchange Commission); (c) concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof commencing with the Quarterly Financial Statement prepared as of March 31, 2007, a compliance certificate (“Compliance Certificate”) an Officers' Certificate in the form of Exhibit E hereto7.18 stating that as of the date of such certificate, duly executed by based upon such authorized officerexamination or investigation and review of this Agreement, as in the opinion of such signer is necessary to enable the signer to express an informed opinion with respect thereto, to the best Knowledge of such signer, the Company has kept, observed, performed and fulfilled each and every covenant contained in this Agreement, and is not in default in the performance or observance of any of the terms, provisions and conditions hereof, and to the best of such signer's Knowledge, no Default or Event of Default exists or has existed during such period or, if a Default or Event of Default shall exist or have existed, specifying all such defaults, and the nature and period of existence thereof, and what action the Company has taken, is taking or proposes to take with respect thereto; (d) as soon as available and promptly after becoming aware of (i) the existence of a Default or Event of Default or any default in any of the Collateral Documentation, (ii) any default or event within 90 days after of default under any Indebtedness of the end Company or any of each applicable fiscal yearits Subsidiaries, beginning (iii) any litigation or proceeding affecting any Credit Party in which the amount claimed is in excess of $100,000 and not covered by insurance or in which injunctive relief is sought which if obtained would have a Material Adverse Effect, or (iv) any change that has or is reasonably likely to have a Material Adverse Effect, an Officers' Certificate specifying the nature and period of existence thereof and what action the Company is taking or proposes to take with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities)respect thereto; and (e) such other information, including financial statements and computations, relating to the performance of the provisions of this Agreement and the affairs of the Company and any of its Subsidiaries as soon as each Holder may from time to time reasonably request. In addition, the Company shall make available to securities analysts and in any event within 60 days after broker-dealers, upon their reasonable request, copies of all annual, quarterly and interim reports filed by the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning Company with the fiscal quarter ending on March 31SEC pursuant to the Exchange Act (including, 2007without limitation, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries copies of (as filed with the appropriate regulatory authorities); (fi) as soon as available and in any event within 180 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements statement sent by Borrower or any of its Subsidiaries Credit Party to shareholders generally public securities holders generally, and (ii) each regular or periodic report and report, each registration statement or (without exhibits except as expressly requested by such holder), and each prospectus and all amendments thereto filed by Borrower or any of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency (and is publicly available); provided that publicly filing such documents Credit Party with the Securities SEC and Exchange Commission of all press releases and providing notice thereof other statements made available generally by any Credit Party to Agent and each Lender in any event will satisfy the requirements public concerning developments that are Material). The Company shall keep at its principal executive office a true copy of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm; Agreement (h) within sixty (60) days after the end of each fiscal year, projections of the consolidated financial statements of Borrower and its Subsidiaries for the following fiscal year; (i) as at the request of Agent or time in effect), and cause the Majority Lenders, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiaries, in such form and substance as is utilized by the applicable Insurance Company Subsidiary in the ordinary course of its business and which conforms to normal and customary industry practice, issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant same to be reasonably satisfactory to Agent available for inspection at said office, during normal business hours and the Majority Lenders; (j) within thirty (30) days after the provision thereof, all significant reports by the National Association of Insurance Commissioners or any insurance regulatory authority or other Governmental Authority with respect to any Insurance Company Subsidiary’s insurance business, and (k) such other financial projections and other information (including without limitation significant filings under state insurance holding company acts) relating reasonable notice to the condition (financial or otherwise), operations or business of Company by any Obligor as from time to time may be reasonably requested by Agent (or any Lender through Agent). Each delivery of a financial statement pursuant to this Section 7.2 shall constitute a restatement of the representations contained in the last two sentences of Section 6.2 with respect to the period of time from the date of such most recently delivered financial statementsHolder.

Financial Statements and Information. Furnish Deliver to Agent fifteen (15) copies of each of the following: Banks: (a) as soon as available available, and in any event within 100 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, Annual Financial Statements of Borrower in the form filed with the Securities and Exchange Commission (publicly filing Borrower’s 10-K with the Securities and Exchange Commission, with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of the subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the Securities and Exchange Commission); (b) as soon as available and in any event within 60 120 days after the end of each fiscal quarteryear of the Borrower, Quarterly Financial Statements a copy of the annual audit report of the Borrower and the Subsidiaries for such fiscal year containing a balance sheet, statements of income and stockholders equity and a cash flow statement, all in reasonable detail and certified by Price Waterhouse Coopers or another independent certified public accountant of recognized standing satisfactory to the form filed with Banks. The Borrower will obtain from such accountants and deliver to the SEC (publicly filing Borrower’s Form 10-Q with Banks at the Securities and Exchange Commission with respect time said financial statements are delivered the written statement of the accountants that in making the examination necessary to which notice said certification they have obtained no knowledge of any Event of Default or Default, or if such accountants shall have been provided obtained knowledge of any such Event of Default or Default, they shall state the nature and period of existence thereof in such statement; PROVIDED THAT such accountants shall not be liable directly or indirectly to Agent and each Lender in the Banks for failure to obtain knowledge of any event will satisfy the requirements such Event of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar /webusers.htm Default or such successor webpage of the Securities and Exchange Commission)Default; (c) concurrently with the financial statements provided for in Subsections 7.2(a) and and (b) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof commencing with the Quarterly Financial Statement prepared as of March 31, 2007, a compliance certificate (“Compliance Certificate”) in the form of Exhibit E hereto, duly executed by such authorized officer; (d) as soon as available available, and in any event within 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (e) as soon as available and in any event within 60 days after the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on March 31, 2007, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (f) as soon as available and in any event within 180 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any of its Subsidiaries to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency (and is publicly available); provided that publicly filing such documents with the Securities and Exchange Commission and providing notice thereof to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm; (h) within sixty (60) days after the end of each quarterly accounting period in each fiscal year, projections year of the consolidated Borrower (excluding the fourth quarter), an unaudited financial report of the Borrower and the Subsidiaries as at the end of such quarter and for the period then ended, containing a balance sheet, statements of income and stockholders equity and a cash flow statement, all in reasonable detail and certified by a financial officer of the Borrower to have been prepared in accordance with GAAP, except as may be explained in such certificate; and (c) copies of all statements and reports sent to stockholders of the Borrower or filed with the Securities and Exchange Commission; and (d) such additional financial or other information as the Banks may reasonably request including, without limitation, copies of such monthly, quarterly, and annual reports of gas purchases and sales that the Borrower is required to deliver to or file with governmental bodies pursuant to tariffs and/or franchise agreements. All financial statements of specified in clauses (a) and (b) above shall be furnished in consolidated and consolidating form for the Borrower and its all Subsidiaries with comparative consolidated figures for the following fiscal corresponding period in the preceding year; . Together with each delivery of financial statements required by clauses (a) and (b) above, the Borrower will deliver to the Banks (i) at the request of Agent or the Majority Lenderssuch schedules, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiaries, in such form and substance as is utilized by the applicable Insurance Company Subsidiary in the ordinary course of its business and which conforms to normal and customary industry practice, issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant to be reasonably satisfactory to Agent and the Majority Lenders; (j) within thirty (30) days after the provision thereof, all significant reports by the National Association of Insurance Commissioners or any insurance regulatory authority or other Governmental Authority with respect to any Insurance Company Subsidiary’s insurance business, and (k) such other financial projections computations and other information (including without limitation significant filings under state insurance holding company acts) relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent required to demonstrate that the Borrower is in compliance with its covenants in Section 10.1 or reflecting any noncompliance therewith as at the applicable date and (ii) an Officer's Certificate stating that there exists no Event of Default or Default, or, if any Lender through Agent). Each delivery such Event of a financial statement pursuant to this Section 7.2 shall constitute a restatement of Default or Default exists, stating the representations contained in the last two sentences of Section 6.2 with respect to nature thereof, the period of time from existence thereof and what action the date Borrower has taken or proposes to take with respect thereto. The Banks are authorized to deliver a copy of such most recently any financial statement delivered financial statementsto it to any regulatory body having jurisdiction over them, and to disclose same to any prospective assignees or participant Lenders.

Financial Statements and Information. Furnish Deliver to Agent fifteen (15) copies of each of the following: Banks: (a) as soon as available available, and in any event within 100 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, Annual Financial Statements of Borrower in the form filed with the Securities and Exchange Commission (publicly filing Borrower’s 10-K with the Securities and Exchange Commission, with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of the subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the Securities and Exchange Commission); (b) as soon as available and in any event within 60 120 days after the end of each fiscal quarteryear of the Borrower, Quarterly Financial Statements a copy of the annual audit report of the Borrower and the Subsidiaries for such fiscal year containing a balance sheet, statements of income and stockholders equity and a cash flow statement, all in reasonable detail and certified by Price Waterhouse Coopers or another independent certified public accountant of recognized standing satisfactory to the form filed with Banks. The Borrower will obtain from such accountants and deliver to the SEC (publicly filing Borrower’s Form 10-Q with Banks at the Securities and Exchange Commission with respect time said financial statements are delivered the written statement of the accountants that in making the examination necessary to which notice said certification they have obtained no knowledge of any Event of Default or Default, or if such accountants shall have been obtained knowledge of any such Event of Default or Default, they shall state the nature and period of existence thereof in such statement; provided that such accountants shall not be liable directly or indirectly to Agent and each Lender in the Banks for failure to obtain knowledge of any event will satisfy the requirements such Event of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar /webusers.htm Default or such successor webpage of the Securities and Exchange Commission)Default; (c) concurrently with the financial statements provided for in Subsections 7.2(a) and and (b) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof commencing with the Quarterly Financial Statement prepared as of March 31, 2007, a compliance certificate (“Compliance Certificate”) in the form of Exhibit E hereto, duly executed by such authorized officer; (d) as soon as available available, and in any event within 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (e) as soon as available and in any event within 60 days after the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on March 31, 2007, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (f) as soon as available and in any event within 180 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any of its Subsidiaries to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency (and is publicly available); provided that publicly filing such documents with the Securities and Exchange Commission and providing notice thereof to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm; (h) within sixty (60) days after the end of each quarterly accounting period in each fiscal year, projections year of the consolidated Borrower (excluding the fourth quarter), an unaudited financial report of the Borrower and the Subsidiaries as at the end of such quarter and for the period then ended, containing a balance sheet, statements of income and stockholders equity and a cash flow statement, all in reasonable detail and certified by a financial officer of the Borrower to have been prepared in accordance with GAAP, except as may be explained in such certificate; and (c) copies of all statements and reports sent to stockholders of the Borrower or filed with the Securities and Exchange Commission; and (d) such additional financial or other information as the Banks may reasonably request including, without limitation, copies of such monthly, quarterly, and annual reports of gas purchases and sales that the Borrower is required to deliver to or file with governmental bodies pursuant to tariffs and/or franchise agreements. All financial statements of specified in clauses (a) and (b) above shall be furnished in consolidated and consolidating form for the Borrower and its all Subsidiaries with comparative consolidated figures for the following fiscal corresponding period in the preceding year; . Together with each delivery of financial statements required by clauses (a) and (b) above, the Borrower will deliver to the Banks (i) at the request of Agent or the Majority Lenderssuch schedules, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiaries, in such form and substance as is utilized by the applicable Insurance Company Subsidiary in the ordinary course of its business and which conforms to normal and customary industry practice, issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant to be reasonably satisfactory to Agent and the Majority Lenders; (j) within thirty (30) days after the provision thereof, all significant reports by the National Association of Insurance Commissioners or any insurance regulatory authority or other Governmental Authority with respect to any Insurance Company Subsidiary’s insurance business, and (k) such other financial projections computations and other information (including without limitation significant filings under state insurance holding company acts) relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent required to demonstrate that the Borrower is in compliance with its covenants in Section 10.1 or reflecting any noncompliance therewith as at the applicable date and (ii) an Officer's Certificate stating that there exists no Event of Default or Default, or, if any Lender through Agent). Each delivery such Event of a financial statement pursuant to this Section 7.2 shall constitute a restatement of Default or Default exists, stating the representations contained in the last two sentences of Section 6.2 with respect to nature thereof, the period of time from existence thereof and what action the date Borrower has taken or proposes to take with respect thereto. The Banks are authorized to deliver a copy of such most recently any financial statement delivered financial statementsto it to any regulatory body having jurisdiction over them, and to disclose same to any prospective assignees or participant Lenders.

Financial Statements and Information. Furnish The Borrower will deliver, or cause to Agent fifteen (15) copies of each of be delivered, to the following: Bondowner Representative and the Servicer: (a) as soon as available and available, but in any event not later than [ninety (90) days] after the end of each fiscal year of the Borrower, beginning for the year ended December 31, 2010, the audited balance sheet of the Borrower at the end of such year, and the related audited statement of income, statement of retained earnings, changes in capital, and statement of cash flows for such year, and a statement of all contingent liabilities of the Borrower which are not reflected in such financial statements or referred to in the notes thereto, each setting forth in comparative form the figures for the previous fiscal year and all such statements to be in reasonable detail, prepared in accordance with Generally Accepted Accounting Principles, and accompanied by an auditor’s report prepared without qualification by the Accountant; (b) as soon as available, but in any event not later than [ninety (90) days] after the end of each fiscal year of the General Partner beginning for the year ended December 31, 2010, the audited balance sheet of the General Partner at the end of such year, and the related audited statement of income, statement of retained earnings, changes in capital, and statement of cash flows for such year, and a statement of all contingent liabilities of the General Partner which are not reflected in such financial statements or referred to in the notes thereto, each setting forth in comparative form the figures for the previous fiscal year and all such statements to be in reasonable detail, prepared in accordance with Generally Accepted Accounting Principles, and accompanied by an auditor’s report prepared without qualification by the Accountant; (c) as soon as available, but in any event not later than [one hundred twenty (120) days] after the end of each fiscal year of the Guarantor beginning for the year ended December 31, 2009, the audited balance sheet of the Guarantor at the end of such year, and the related audited statement of income, statement of retained earnings, changes in capital, and statement of cash flows for such year, and a statement of all contingent liabilities of the Guarantor which are not reflected in such financial statements or referred to in the notes thereto, each setting forth in comparative form the figures for the previous fiscal year and all such statements to be in reasonable detail, prepared in accordance with Generally Accepted Accounting Principles, and accompanied by an auditor’s report prepared without qualification by the Accountant; (d) within 100 fifteen (15) days after the end of each applicable fiscal yearcalendar month, beginning commencing with the fiscal year ending on December 31month in which the construction of the Project is substantially complete and continuing until the month in which Conversion Date occurs, 2007(i) a current rent roll and schedule of aging lease receivables as of the end of such month, Annual Financial Statements in form and level of detail reasonably acceptable to the Servicer, detailing, with respect to each Lease, the tenant’s name, the Lease date, the premises demised, the term, the rent, the security deposit and any rent paid more than one month in advance, (ii) a leasing report setting forth the Borrower’s efforts to market and lease the then unleased space in the Improvements and the results of such efforts, accompanied by a certificate of the Borrower in the form filed attached hereto as Exhibit F, and (iii) an operating report for the Project for such month, in form and level of detail reasonably acceptable to the Servicer, together with a certification by the chief financial officer that the information in all of the items required pursuant to this Section 5.3(e) is true and correct; (e) within fifteen (15) days after the end of each calendar quarter, commencing with the Securities quarter in which the Conversion Date occurs, (i) a current rent roll and Exchange Commission schedule of aging lease receivables as of the end of such quarter, in form and level of detail reasonably acceptable to the Servicer, detailing, with respect to each Lease, the tenant’s name, the Lease date, the premises demised, the term, the rent, the security deposit and any rent paid more than one month in advance, (publicly filing ii) upon request by Bondowner Representative, a leasing report setting forth the Borrower’s 10-K efforts to market and lease the then unleased space in the Improvements and the results of such efforts, accompanied by a certificate of the Borrower in the form attached hereto as Exhibit F, and (iii) an operating report for the Project for such quarter, in form and level of detail reasonably acceptable to the Servicer, together with a certification by the chief financial officer that the information in all of the items required pursuant to this Section 5.3(f) is true and correct; (f) quarterly, on the first day of each calendar quarter beginning with the quarter in which the Project achieves Completion and ending in the quarter in which the Conversion Date occurs, a certificate in the form set forth in Exhibit G hereto; (g) contemporaneously with the filing or mailing thereof, copies of all material of a financial nature filed with the Securities and Exchange Commission, with respect if any, or sent to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements stockholders, partners, members or beneficiaries of the subsection Borrower and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the Securities and Exchange Commission); (b) as soon as available and in any event within 60 days after the end of each fiscal quarterAffiliate thereof, Quarterly Financial Statements of Borrower in the form filed with the SEC (publicly filing Borrower’s Form 10-Q with the Securities and Exchange Commission with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar /webusers.htm or such successor webpage of the Securities and Exchange Commission); (c) concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof commencing with the Quarterly Financial Statement prepared as of March 31, 2007, a compliance certificate (“Compliance Certificate”) in the form of Exhibit E hereto, duly executed by such authorized officer; (d) as soon as available and in any event within 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (e) as soon as available and in any event within 60 days after the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on March 31, 2007, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (f) as soon as available and in any event within 180 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any of its Subsidiaries to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency (and is publicly available); provided that publicly filing such documents with the Securities and Exchange Commission and providing notice thereof to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm; if any; (h) within sixty (60) days after the end on or before December 1 of each fiscal year, projections a copy of the consolidated financial statements Proposed Budget, and on or before January 30 of Borrower and its Subsidiaries for each year, a copy of the following fiscal yearApproved Budget; and (i) at the request of Agent or the Majority Lenders, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiaries, in such form and substance as is utilized by the applicable Insurance Company Subsidiary in the ordinary course of its business and which conforms to normal and customary industry practice, issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant to be reasonably satisfactory to Agent and the Majority Lenders; (j) within thirty (30) days after the provision thereof, all significant reports by the National Association of Insurance Commissioners or any insurance regulatory authority or other Governmental Authority with respect to any Insurance Company Subsidiary’s insurance business, and (k) such other financial projections and other information (including without limitation significant filings under state insurance holding company acts) relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent (or any Lender through Agent). Each delivery of a such other financial statement pursuant to this Section 7.2 shall constitute a restatement of the representations contained in the last two sentences of Section 6.2 with respect data and information related to the period of time from Borrower, the date of such most recently delivered financial statementsGeneral Partner and the Project as the Issuer, the Bondowner Representative or the Servicer may reasonably request.

Financial Statements and Information. Furnish Deliver to Agent fifteen (15) copies of each of the following: Banks: (a) as soon as available available, and in any event within 100 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, Annual Financial Statements of Borrower in the form filed with the Securities and Exchange Commission (publicly filing Borrower’s 10-K with the Securities and Exchange Commission, with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of the subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the Securities and Exchange Commission); (b) as soon as available and in any event within 60 120 days after the end of each fiscal quarteryear of the Borrower, Quarterly Financial Statements a copy of the annual audit report of the Borrower and the Subsidiaries for such fiscal year containing a balance sheet, statements of income and stockholders equity and a cash flow statement, all in reasonable detail and certified by PriceWaterhouseCoopers LLP or another independent certified public accountant of recognized standing satisfactory to the form filed with Banks. The Borrower will obtain from such accountants and deliver to the SEC (publicly filing Borrower’s Form 10-Q with Banks at the Securities and Exchange Commission with respect time said financial statements are delivered the written statement of the accountants that in making the examination necessary to which notice said certification they have obtained no knowledge of any Event of Default or Default, or if such accountants shall have been obtained knowledge of any such Event of Default or Default, they shall state the nature and period of existence thereof in such statement; provided that such accountants shall not be liable directly or indirectly to Agent and each Lender in the Banks for failure to obtain knowledge of any event will satisfy the requirements such Event of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar /webusers.htm Default or such successor webpage of the Securities and Exchange Commission); (c) concurrently with the financial statements provided for in Subsections 7.2(a) and Default; (b) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof commencing with the Quarterly Financial Statement prepared as of March 31, 2007, a compliance certificate (“Compliance Certificate”) in the form of Exhibit E hereto, duly executed by such authorized officer; (d) as soon as available available, and in any event within 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (e) as soon as available and in any event within 60 days after the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on March 31, 2007, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (f) as soon as available and in any event within 180 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any of its Subsidiaries to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency (and is publicly available); provided that publicly filing such documents with the Securities and Exchange Commission and providing notice thereof to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm; (h) within sixty (60) days after the end of each fiscal yearFiscal Quarter (excluding the fourth Fiscal Quarter), projections an unaudited financial report of the consolidated Borrower and the Subsidiaries as at the end of such Fiscal Quarter and for the period then ended, containing a balance sheet, statements of income and stockholders equity and a cash flow statement, all in reasonable detail and certified by a financial officer of the Borrower to have been prepared in all material respects in accordance with GAAP, except as may be explained in such certificate; and (c) such additional financial or other information as the Banks may reasonably request including, without limitation, copies of any statements and reports sent to stockholders of the Borrower or filed with the Securities and Exchange Commission and any such monthly, quarterly, and annual reports of gas purchases and sales that the Borrower is required to deliver to or file with governmental bodies pursuant to tariffs and/or franchise agreements. All financial statements of specified in clauses (a) and (b) above shall be furnished in consolidated form for the Borrower and its all Subsidiaries with comparative consolidated figures for the following fiscal corresponding period in the preceding year; . Together with each delivery of financial statements required by clauses (a) and (b) above, the Borrower will deliver to the Banks (i) at the request of Agent or the Majority Lenderssuch schedules, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiaries, in such form and substance as is utilized by the applicable Insurance Company Subsidiary in the ordinary course of its business and which conforms to normal and customary industry practice, issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant to be reasonably satisfactory to Agent and the Majority Lenders; (j) within thirty (30) days after the provision thereof, all significant reports by the National Association of Insurance Commissioners or any insurance regulatory authority or other Governmental Authority with respect to any Insurance Company Subsidiary’s insurance business, and (k) such other financial projections computations and other information (including without limitation significant filings under state insurance holding company acts) relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent required to demonstrate that the Borrower is in compliance with its covenants in Section 10.01 or reflecting any noncompliance therewith as at the applicable date and (ii) an Officer’s Certificate stating that there exists no Event of Default or Default, or, if any Lender through Agent). Each delivery such Event of a financial statement pursuant to this Section 7.2 shall constitute a restatement of Default or Default exists, stating the representations contained in the last two sentences of Section 6.2 with respect to nature thereof, the period of time from existence thereof and what action the date Borrower has taken or proposes to take with respect thereto. The Banks are authorized to deliver a copy of such most recently any financial statement delivered financial statementsto it to any regulatory body having jurisdiction over them, and to disclose same to any prospective assignees or participant Banks.

Financial Statements and Information. Furnish Deliver to Agent fifteen (15) copies of each of the following: Banks: (a) as soon as available available, and in any event within 100 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, Annual Financial Statements of Borrower in the form filed with the Securities and Exchange Commission (publicly filing Borrower’s 10-K with the Securities and Exchange Commission, with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of the subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the Securities and Exchange Commission); (b) as soon as available and in any event within 60 120 days after the end of each fiscal quarteryear of the Borrower, Quarterly Financial Statements a copy of the annual audit report of the Borrower and the Subsidiaries for such fiscal year containing a balance sheet, statements of income and stockholders equity and a cash flow statement, all in reasonable detail and certified by PriceWaterhouseCoopers LLP or another independent certified public accountant of recognized standing satisfactory to the form filed with Banks. The Borrower will obtain from such accountants and deliver to the SEC (publicly filing Borrower’s Form 10-Q with Banks at the Securities and Exchange Commission with respect time said financial statements are delivered the written statement of the accountants that in making the examination necessary to which notice said certification they have obtained no knowledge of any Event of Default or Default, or if such accountants shall have been obtained knowledge of any such Event of Default or Default, they shall state the nature and period of existence thereof in such statement; provided that such accountants shall not be liable directly or indirectly to Agent and each Lender in the Banks for failure to obtain knowledge of any event will satisfy the requirements such Event of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar /webusers.htm Default or such successor webpage of the Securities and Exchange Commission); (c) concurrently with the financial statements provided for in Subsections 7.2(a) and Default; (b) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof commencing with the Quarterly Financial Statement prepared as of March 31, 2007, a compliance certificate (“Compliance Certificate”) in the form of Exhibit E hereto, duly executed by such authorized officer; (d) as soon as available available, and in any event within 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (e) as soon as available and in any event within 60 days after the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on March 31, 2007, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (f) as soon as available and in any event within 180 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any of its Subsidiaries to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency (and is publicly available); provided that publicly filing such documents with the Securities and Exchange Commission and providing notice thereof to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm; (h) within sixty (60) days after the end of each quarterly accounting period in each fiscal year, projections year of the consolidated Borrower (excluding the fourth quarter), an unaudited financial report of the Borrower and the Subsidiaries as at the end of such quarter and for the period then ended, containing a balance sheet, statements of income and stockholders equity and a cash flow statement, all in reasonable detail and certified by a financial officer of the Borrower to have been prepared in all material respects in accordance with GAAP, except as may be explained in such certificate; and (c) such additional financial or other information as the Banks may reasonably request including, without limitation, copies of any statements and reports sent to stockholders of the Borrower or filed with the Securities and Exchange Commission and any such monthly, quarterly, and annual reports of gas purchases and sales that the Borrower is required to deliver to or file with governmental bodies pursuant to tariffs and/or franchise agreements. All financial statements of specified in clauses (a) and (b) above shall be furnished in consolidated form for the Borrower and its all Subsidiaries with comparative consolidated figures for the following fiscal corresponding period in the preceding year; . Together with each delivery of financial statements required by clauses (a) and (b) above, the Borrower will deliver to the Banks (i) at the request of Agent or the Majority Lenderssuch schedules, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiaries, in such form and substance as is utilized by the applicable Insurance Company Subsidiary in the ordinary course of its business and which conforms to normal and customary industry practice, issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant to be reasonably satisfactory to Agent and the Majority Lenders; (j) within thirty (30) days after the provision thereof, all significant reports by the National Association of Insurance Commissioners or any insurance regulatory authority or other Governmental Authority with respect to any Insurance Company Subsidiary’s insurance business, and (k) such other financial projections computations and other information (including without limitation significant filings under state insurance holding company acts) relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent required to demonstrate that the Borrower is in compliance with its covenants in Section 10.01 or reflecting any noncompliance therewith as at the applicable date and (ii) an Officer’s Certificate stating that there exists no Event of Default or Default, or, if any Lender through Agent). Each delivery such Event of a financial statement pursuant to this Section 7.2 shall constitute a restatement of Default or Default exists, stating the representations contained in the last two sentences of Section 6.2 with respect to nature thereof, the period of time from existence thereof and what action the date Borrower has taken or proposes to take with respect thereto. The Banks are authorized to deliver a copy of such most recently any financial statement delivered financial statementsto it to any regulatory body having jurisdiction over them, and to disclose same to any prospective assignees or participant Banks.

Financial Statements and Information. Furnish The Borrower will deliver, or cause to Agent fifteen (15) copies of each of be delivered, to the following: Issuer, the Trustee and the Servicer: (a) as soon as available and available, but in any event within 100 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, Annual Financial Statements of Borrower in the form filed with the Securities and Exchange Commission not later than ninety (publicly filing Borrower’s 10-K with the Securities and Exchange Commission, with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of the subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the Securities and Exchange Commission); (b) as soon as available and in any event within 60 days after the end of each fiscal quarter, Quarterly Financial Statements of Borrower in the form filed with the SEC (publicly filing Borrower’s Form 10-Q with the Securities and Exchange Commission with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar /webusers.htm or such successor webpage of the Securities and Exchange Commission); (c) concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof commencing with the Quarterly Financial Statement prepared as of March 31, 2007, a compliance certificate (“Compliance Certificate”) in the form of Exhibit E hereto, duly executed by such authorized officer; (d) as soon as available and in any event within 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (e) as soon as available and in any event within 60 days after the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on March 31, 2007, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (f) as soon as available and in any event within 180 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any of its Subsidiaries to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency (and is publicly available); provided that publicly filing such documents with the Securities and Exchange Commission and providing notice thereof to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm; (h) within sixty (6090) days after the end of each fiscal year of the Borrower, beginning for the year ended , 20 , the audited balance sheet of the Borrower at the end of such year, projections and the related audited statement of income, statement of retained earnings, changes in capital, and statement of cash flows for such year, and a statement of all contingent liabilities of the consolidated Borrower which are not reflected in such financial statements of Borrower and its Subsidiaries or referred to in the notes thereto, each setting forth in comparative form the figures for the following previous fiscal year; (i) at the request of Agent or the Majority Lendersyear and all such statements to be in reasonable detail, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiariesprepared in accordance with Generally Accepted Accounting Principles, in such form and substance as is utilized accompanied by an auditor’s report prepared without qualification by the applicable Insurance Company Subsidiary Accountant; (b) as soon as available, but in the ordinary course of its business and which conforms to normal and customary industry practice, issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant to be reasonably satisfactory to Agent and the Majority Lenders; any event not later than ninety (j) within thirty (3090) days after the provision thereofend of each fiscal year of the General Partner, beginning for the year ended , 20 , the audited balance sheet of the General Partner at the end of such year, and the related audited statement of income, statement of retained earnings, changes in capital, and statement of cash flows for such year, and a statement of all contingent liabilities of the General Partner which are not reflected in such financial statements or referred to in the notes thereto, each setting forth in comparative form the figures for the previous fiscal year and all such statements to be in reasonable detail, prepared in accordance with Generally Accepted Accounting Principles, and accompanied by an auditor’s report prepared without qualification by the Accountant; (c) as soon as available, but in any event not later than fifteen (15) days after the end of each [calendar month]/[calendar quarter], copies of the balance sheet of the Borrower as at the end of such [month]/[quarter], and the related statement of income, statement of retained earnings, changes in capital, and statement of cash flows for the portion of the Borrower’s fiscal year then elapsed, all significant reports in reasonable detail and prepared in accordance with Generally Accepted Accounting Principles, together with a certification by the National Association chief financial officer of Insurance Commissioners or the General Partner that the information contained in such financial statements fairly present the financial position of the Borrower on the date thereof (subject to year-end adjustments); (d) as soon as available, but in any insurance regulatory authority or other Governmental Authority event not later than fifteen (15) days after the end of each [calendar month]/[calendar quarter], copies of the balance sheet of the General Partner as at the end of such [month]/[quarter], and the related statement of income, statement of retained earnings, changes in capital, and statement of cash flows for the portion of the General Partner’s fiscal year then elapsed, all in reasonable detail and prepared in accordance with Generally Accepted Accounting Principles, together with a certification by the General Partner that such financial statements are true and correct [the chief financial officer of the General Partner that the information contained in such financial statements fairly present the financial position of the General Partner on the date thereof (subject to year-end adjustments)]; (e) within fifteen (15) days after the end of each calendar month, commencing with the month in which the construction of the Project is substantially complete and continuing until the month in which Stabilization occurs, (i) a current rent roll and schedule of aging lease receivables as of the end of such month, in form and level of detail reasonably acceptable to the Servicer, detailing, with respect to each Lease, the tenant’s name, the Lease date, the premises demised, the term, the rent, the security deposit and any Insurance Company Subsidiaryrent paid more than one month in advance, (ii) a leasing report setting forth the Borrower’s insurance businessefforts to market and lease the then unleased space in the Improvements and the results of such efforts, accompanied by a certificate of the Borrower in the form attached hereto as Exhibit F, and (kiii) an operating report for the Project for such other financial projections month, in form and other information (including without limitation significant filings under state insurance holding company acts) relating level of detail reasonably acceptable to the condition Servicer, together with a certification by the chief financial officer that the information in all of the items required pursuant to this Section 5.3(e) is true and correct; (f) within fifteen (15) days after the end of each calendar quarter, commencing with the quarter in which Stabilization occurs, (i) a current rent roll and schedule of aging lease receivables as of the end of such quarter, in form and level of detail reasonably acceptable to the Servicer, detailing, with respect to each Lease, the tenant’s name, the Lease date, the premises demised, the term, the rent, the security deposit and any rent paid more than one month in advance, (ii) a leasing report setting forth the Borrower’s efforts to market and lease the then unleased space in the Improvements and the results of such efforts, accompanied by a certificate of the Borrower in the form attached hereto as Exhibit F, and (iii) an operating report for the Project for such quarter, in form and level of detail reasonably acceptable to the Servicer, together with a certification by the chief financial officer that the information in all of the items required pursuant to this Section 5.3(f) is true and correct; (g) quarterly, on the first day of each calendar quarter beginning with the quarter in which the Project achieves Completion and ending in the quarter in which the Project achieves Stabilization, a certificate in the form set forth in Exhibit G hereto; (h) contemporaneously with the filing or otherwise)mailing thereof, operations copies of all material of a financial nature filed with the Securities and Exchange Commission or business sent to the stockholders, partners, members or beneficiaries of the Borrower and any Obligor as Affiliate thereof, if any; (i) on or before December 1 of each year, a copy of the Proposed Budget, and on or before January 30 of each year, a copy of the Approved Budget; and (j) from time to time may be reasonably requested by Agent (or any Lender through Agent). Each delivery of a such other financial statement pursuant to this Section 7.2 shall constitute a restatement of the representations contained in the last two sentences of Section 6.2 with respect data and information related to the period of time from Borrower, the date of such most recently delivered financial statementsGeneral Partner and the Project as the Issuer, the Trustee or the Servicer may reasonably request.

Financial Statements and Information. Furnish Deliver to Agent fifteen (15) copies of each of the following: Banks: (a) as soon as available available, and in any event within 100 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, Annual Financial Statements of Borrower in the form filed with the Securities and Exchange Commission (publicly filing Borrower’s 10-K with the Securities and Exchange Commission, with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of the subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the Securities and Exchange Commission); (b) as soon as available and in any event within 60 120 days after the end of each fiscal quarteryear of the Borrower, Quarterly Financial Statements a copy of the annual audit report of the Borrower and the Subsidiaries for such fiscal year containing a balance sheet, statements of income and stockholders equity and a cash flow statement, all in reasonable detail and certified by Price Waterhouse Coopers or another independent certified public accountant of recognized standing satisfactory to the form filed with Banks. The Borrower will obtain from such accountants and deliver to the SEC (publicly filing Borrower’s Form 10-Q with Banks at the Securities and Exchange Commission with respect time said financial statements are delivered the written statement of the accountants that in making the examination necessary to which notice said certification they have obtained no knowledge of any Event of Default or Default, or if such accountants shall have been provided obtained knowledge of any such Event of Default or Default, they shall state the nature and period of existence thereof in such statement; PROVIDED THAT such accountants shall not be liable directly or indirectly to Agent and each Lender in the Banks for failure to obtain knowledge of any event will satisfy the requirements such Event of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar /webusers.htm Default or such successor webpage of the Securities and Exchange Commission)Default; (c) concurrently with the financial statements provided for in Subsections 7.2(a) and and (b) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof commencing with the Quarterly Financial Statement prepared as of March 31, 2007, a compliance certificate (“Compliance Certificate”) in the form of Exhibit E hereto, duly executed by such authorized officer; (d) as soon as available available, and in any event within 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (e) as soon as available and in any event within 60 days after the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on March 31, 2007, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (f) as soon as available and in any event within 180 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any of its Subsidiaries to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency (and is publicly available); provided that publicly filing such documents with the Securities and Exchange Commission and providing notice thereof to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm; (h) within sixty (60) days after the end of each quarterly accounting period in each fiscal year, projections year of the consolidated Borrower (excluding the fourth quarter), an unaudited financial report of the Borrower and the Subsidiaries as at the end of such quarter and for the period then ended, containing a balance sheet, statements of income and stockholders equity and a cash flow statement, all in reasonable detail and certified by a financial officer of the Borrower to have been prepared in accordance with GAAP, except as may be explained in such certificate; and (c) copies of all statements and reports sent to stockholders of the Borrower or filed with the Securities and Exchange Commission; and (d) such additional financial or other information as the Banks may reasonably request including, without limitation, copies of such monthly, quarterly, and annual reports of gas purchases and sales that the Borrower is required to deliver to or file with governmental bodies pursuant to tariffs and/or franchise agreements. All financial statements of specified in clauses (a) and (b) above shall be furnished in consolidated and consolidating form for the Borrower and its all Subsidiaries with comparative consolidated figures for the following fiscal corresponding period in the preceding year; . Together with each delivery of financial statements required by clauses (a) and (b) above, the Borrower will deliver to the Banks (i) at the request of Agent or the Majority Lenderssuch schedules, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiaries, in such form and substance as is utilized by the applicable Insurance Company Subsidiary in the ordinary course of its business and which conforms to normal and customary industry practice, issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant to be reasonably satisfactory to Agent and the Majority Lenders; (j) within thirty (30) days after the provision thereof, all significant reports by the National Association of Insurance Commissioners or any insurance regulatory authority or other Governmental Authority with respect to any Insurance Company Subsidiary’s insurance business, and (k) such other financial projections computations and other information (including without limitation significant filings under state insurance holding company acts) relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent required to demonstrate that the Borrower is in compliance with its covenants in Section 9.1 or reflecting any noncompliance therewith as at the applicable date and (ii) an Officer's Certificate stating that there exists no Event of Default or Default, or, if any Lender through Agent). Each delivery such Event of a financial statement pursuant to this Section 7.2 shall constitute a restatement of Default or Default exists, stating the representations contained in the last two sentences of Section 6.2 with respect to nature thereof, the period of time from existence thereof and what action the date Borrower has taken or proposes to take with respect thereto. The Banks are authorized to deliver a copy of such most recently any financial statement delivered financial statementsto it to any regulatory body having jurisdiction over them, and to disclose same to any prospective assignees or participant Lenders.

Financial Statements and Information. Furnish Deliver to Agent fifteen (15) copies of each of the following: Banks: (a) as soon as available available, and in any event within 100 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, Annual Financial Statements of Borrower in the form filed with the Securities and Exchange Commission (publicly filing Borrower’s 10-K with the Securities and Exchange Commission, with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of the subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the Securities and Exchange Commission); (b) as soon as available and in any event within 60 120 days after the end of each fiscal quarteryear of the Borrower, Quarterly Financial Statements a copy of the annual audit report of the Borrower and the Subsidiaries for such fiscal year containing a balance sheet, statements of income and stockholders equity and a cash flow statement, all in reasonable detail and certified by PriceWaterhouse Coopers, LLP or another independent certified public accountant of recognized standing satisfactory to the form filed with Banks. The Borrower will obtain from such accountants and deliver to the SEC (publicly filing Borrower’s Form 10-Q with Banks at the Securities and Exchange Commission with respect time said financial statements are delivered the written statement of the accountants that in making the examination necessary to which notice said certification they have obtained no knowledge of any Event of Default or Default, or if such accountants shall have been obtained knowledge of any such Event of Default or Default, they shall state the nature and period of existence thereof in such statement; provided that such accountants shall not be liable directly or indirectly to Agent and each Lender in the Banks for failure to obtain knowledge of any event will satisfy the requirements such Event of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar /webusers.htm Default or such successor webpage of the Securities and Exchange Commission)Default; (c) concurrently with the financial statements provided for in Subsections 7.2(a) and and (b) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof commencing with the Quarterly Financial Statement prepared as of March 31, 2007, a compliance certificate (“Compliance Certificate”) in the form of Exhibit E hereto, duly executed by such authorized officer; (d) as soon as available available, and in any event within 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (e) as soon as available and in any event within 60 days after the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on March 31, 2007, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (f) as soon as available and in any event within 180 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any of its Subsidiaries to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency (and is publicly available); provided that publicly filing such documents with the Securities and Exchange Commission and providing notice thereof to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm; (h) within sixty (60) days after the end of each quarterly accounting period in each fiscal year, projections year of the consolidated Borrower (excluding the fourth quarter), an unaudited financial report of the Borrower and the Subsidiaries as at the end of such quarter and for the period then ended, containing a balance sheet, statements of income and stockholders equity and a cash flow statement, all in reasonable detail and certified by a financial officer of the Borrower to have been prepared in all material respects in accordance with GAAP, except as may be explained in such certificate; and (c) copies of all statements and reports sent to stockholders of the Borrower or filed with the Securities and Exchange Commission; and (d) such additional financial or other information as the Banks may reasonably request including, without limitation, copies of such monthly, quarterly, and annual reports of gas purchases and sales that the Borrower is required to deliver to or file with governmental bodies pursuant to tariffs and/or franchise agreements. All financial statements of specified in clauses (a) and (b) above shall be furnished in consolidated and consolidating form for the Borrower and its all Subsidiaries with comparative consolidated figures for the following fiscal corresponding period in the preceding year; . Together with each delivery of financial statements required by clauses (a) and (b) above, the Borrower will deliver to the Banks (i) at the request of Agent or the Majority Lenderssuch schedules, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiaries, in such form and substance as is utilized by the applicable Insurance Company Subsidiary in the ordinary course of its business and which conforms to normal and customary industry practice, issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant to be reasonably satisfactory to Agent and the Majority Lenders; (j) within thirty (30) days after the provision thereof, all significant reports by the National Association of Insurance Commissioners or any insurance regulatory authority or other Governmental Authority with respect to any Insurance Company Subsidiary’s insurance business, and (k) such other financial projections computations and other information (including without limitation significant filings under state insurance holding company acts) relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent required to demonstrate that the Borrower is in compliance with its covenants in Section 10.1 or reflecting any noncompliance therewith as at the applicable date and (ii) an Officer’s Certificate stating that there exists no Event of Default or Default, or, if any Lender through Agent). Each delivery such Event of a financial statement pursuant to this Section 7.2 shall constitute a restatement of Default or Default exists, stating the representations contained in the last two sentences of Section 6.2 with respect to nature thereof, the period of time from existence thereof and what action the date Borrower has taken or proposes to take with respect thereto. The Banks are authorized to deliver a copy of such most recently any financial statement delivered financial statementsto it to any regulatory body having jurisdiction over them, and to disclose same to any prospective assignees or participant Lenders.

Financial Statements and Information. Furnish Deliver to Agent fifteen (15) copies of each of the following: Banks: (a) as soon as available available, and in any event within 100 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, Annual Financial Statements of Borrower in the form filed with the Securities and Exchange Commission (publicly filing Borrower’s 10-K with the Securities and Exchange Commission, with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of the subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the Securities and Exchange Commission); (b) as soon as available and in any event within 60 120 days after the end of each fiscal quarteryear of the Parent, Quarterly Financial Statements a copy of Borrower the annual audit report of the Parent and its Subsidiaries for such fiscal year containing a balance sheet, statements of income and stockholders equity and a cash flow statement, all in reasonable detail and certified by PricewaterhouseCoopers or another independent certified public accountant of recognized standing satisfactory to the form filed with Banks. The Parent will obtain from such accountants and deliver to the SEC (publicly filing Borrower’s Form 10-Q with Banks at the Securities and Exchange Commission with respect time said financial statements are delivered the written statement of the accountants that in making the examination necessary to which notice said certification they have obtained no knowledge of any Event of Default or Default, or if such accountants shall have been obtained knowledge of any such Event of Default or Default, they shall state the nature and period of existence thereof in such statement; provided that such accountants shall not be liable directly or indirectly to Agent and each Lender in the Banks for failure to obtain knowledge of any event will satisfy the requirements such Event of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar /webusers.htm Default or such successor webpage of the Securities and Exchange Commission)Default; (c) concurrently with the financial statements provided for in Subsections 7.2(a) and and (b) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof commencing with the Quarterly Financial Statement prepared as of March 31, 2007, a compliance certificate (“Compliance Certificate”) in the form of Exhibit E hereto, duly executed by such authorized officer; (d) as soon as available available, and in any event within 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (e) as soon as available and in any event within 60 days after the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on March 31, 2007, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (f) as soon as available and in any event within 180 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any of its Subsidiaries to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency (and is publicly available); provided that publicly filing such documents with the Securities and Exchange Commission and providing notice thereof to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm; (h) within sixty (60) days after the end of each quarterly accounting period in each fiscal year, projections year of the consolidated Parent (excluding the fourth quarter), an unaudited financial statements report of Borrower the Parent and its Subsidiaries as at the end of such quarter and for the following fiscal period then ended, containing a balance sheet, statements of income and stockholders equity and a cash flow statement, all in reasonable detail and certified by a financial officer of the Parent to have been prepared in accordance with GAAP, except as may be explained in such certificate; and (c) copies of all statements and reports sent to stockholders of the Parent or filed with the Securities and Exchange Commission; and (d) such additional financial or other information as the Banks may reasonably request including, without limitation, copies of such monthly, quarterly, and annual reports of gas purchases and sales that any of the Borrowers is required to deliver to or file with governmental bodies pursuant to tariffs and/or franchise agreements. All financial statements specified in clauses (a) and (b) above shall be furnished in consolidated and consolidating form for the Parent and all its Subsidiaries with comparative consolidated figures for the corresponding period in the preceding year; . Together with each delivery of financial statements required by clauses (a) and (b) above, the Borrowers will deliver to the Banks (i) at the request of Agent or the Majority Lenderssuch schedules, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiaries, in such form and substance as is utilized by the applicable Insurance Company Subsidiary in the ordinary course of its business and which conforms to normal and customary industry practice, issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant to be reasonably satisfactory to Agent and the Majority Lenders; (j) within thirty (30) days after the provision thereof, all significant reports by the National Association of Insurance Commissioners or any insurance regulatory authority or other Governmental Authority with respect to any Insurance Company Subsidiary’s insurance business, and (k) such other financial projections computations and other information (including without limitation significant filings under state insurance holding company acts) relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent required to demonstrate that the Borrowers are in compliance with its covenants in Section 10.1 or reflecting any noncompliance therewith as at the applicable date and (ii) an Officer’s Certificate stating that there exists no Event of Default or Default, or, if any Lender through Agent). Each delivery such Event of a financial statement pursuant to this Section 7.2 shall constitute a restatement of Default or Default exists, stating the representations contained in the last two sentences of Section 6.2 with respect to nature thereof, the period of time from existence thereof and what action the date Borrowers has taken or proposes to take with respect thereto. The Banks are authorized to deliver a copy of such most recently any financial statement delivered financial statementsto it to any regulatory body having jurisdiction over them, and to disclose same to any prospective assignees or participant Banks.

Financial Statements and Information. Furnish Deliver to Agent fifteen (15) copies of each of the following: Banks: (a) as soon as available available, and in any event within 100 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, Annual Financial Statements of Borrower in the form filed with the Securities and Exchange Commission (publicly filing Borrower’s 10-K with the Securities and Exchange Commission, with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of the subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the Securities and Exchange Commission); (b) as soon as available and in any event within 60 120 days after the end of each fiscal quarteryear of the Borrower, Quarterly Financial Statements a copy of the annual audit report of the Borrower and the Subsidiaries for such fiscal year containing a balance sheet, statements of income and stockholders equity and a cash flow statement, all in reasonable detail and certified by Price Waterhouse Coopers or another independent certified public accountant of recognized standing satisfactory to the form filed with Banks. The Borrower will obtain from such accountants and deliver to the SEC (publicly filing Borrower’s Form 10-Q with Banks at the Securities and Exchange Commission with respect time said financial statements are delivered the written statement of the accountants that in making the examination necessary to which notice said certification they have obtained no knowledge of any Event of Default or Default, or if such accountants shall have been obtained knowledge of any such Event of Default or Default, they shall state the nature and period of existence thereof in such statement; provided that such accountants shall not be liable directly or indirectly to Agent and each Lender in the Banks for failure to obtain knowledge of any event will satisfy the requirements such Event of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar /webusers.htm Default or such successor webpage of the Securities and Exchange Commission)Default; (c) concurrently with the financial statements provided for in Subsections 7.2(a) and and (b) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof commencing with the Quarterly Financial Statement prepared as of March 31, 2007, a compliance certificate (“Compliance Certificate”) in the form of Exhibit E hereto, duly executed by such authorized officer; (d) as soon as available available, and in any event within 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (e) as soon as available and in any event within 60 days after the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on March 31, 2007, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (f) as soon as available and in any event within 180 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any of its Subsidiaries to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency (and is publicly available); provided that publicly filing such documents with the Securities and Exchange Commission and providing notice thereof to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm; (h) within sixty (60) days after the end of each quarterly accounting period in each fiscal year, projections year of the consolidated Borrower (excluding the fourth quarter), an unaudited financial report of the Borrower and the Subsidiaries as at the end of such quarter and for the period then ended, containing a balance sheet, statements of income and stockholders equity and a cash flow statement, all in reasonable detail and certified by a financial officer of the Borrower to have been prepared in accordance with GAAP, except as may be explained in such certificate; and (c) copies of all statements and reports sent to stockholders of the Borrower or filed with the Securities and Exchange Commission; and (d) such additional financial or other information as the Banks may reasonably request including, without limitation, copies of such monthly, quarterly, and annual reports of gas purchases and sales that the Borrower is required to deliver to or file with governmental bodies pursuant to tariffs and/or franchise agreements. All financial statements of specified in clauses (a) and (b) above shall be furnished in consolidated and consolidating form for the Borrower and its all Subsidiaries with comparative consolidated figures for the following fiscal corresponding period in the preceding year; . Together with each delivery of financial statements required by clauses (a) and (b) above, the Borrower will deliver to the Banks (i) at the request of Agent or the Majority Lenderssuch schedules, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiaries, in such form and substance as is utilized by the applicable Insurance Company Subsidiary in the ordinary course of its business and which conforms to normal and customary industry practice, issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant to be reasonably satisfactory to Agent and the Majority Lenders; (j) within thirty (30) days after the provision thereof, all significant reports by the National Association of Insurance Commissioners or any insurance regulatory authority or other Governmental Authority with respect to any Insurance Company Subsidiary’s insurance business, and (k) such other financial projections computations and other information (including without limitation significant filings under state insurance holding company acts) relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent required to demonstrate that the Borrower is in compliance with its covenants in Section 9.1 or reflecting any noncompliance therewith as at the applicable date and (ii) an Officer's Certificate stating that there exists no Event of Default or Default, or, if any Lender through Agent). Each delivery such Event of a financial statement pursuant to this Section 7.2 shall constitute a restatement of Default or Default exists, stating the representations contained in the last two sentences of Section 6.2 with respect to nature thereof, the period of time from existence thereof and what action the date Borrower has taken or proposes to take with respect thereto. The Banks are authorized to deliver a copy of such most recently any financial statement delivered financial statementsto it to any regulatory body having jurisdiction over them, and to disclose same to any prospective assignees or participant Lenders.

Financial Statements and Information. Furnish The Borrower will deliver, or cause to Agent fifteen be delivered, to the Lender: (15) copies of each of the following: (a1) as soon as available and practicable, but in any event within 100 not later than ninety (90) days after the end of each applicable fiscal calendar year, beginning the consolidated audited balance sheet of Nantucket Island Associates Limited Partnership and the Borrower at the end of such year, and the related audited statement of income, statement of retained earnings, changes in capital, and statement of cash flows for such year, each setting forth in comparative form the figures for the previous calendar year, as such comparative information relates to the Properties, and all such statements to be in reasonable detail, prepared in accordance with generally accepted accounting principles, and accompanied by an auditor's report prepared without qualification by Immowitz & Xxxxxx and Company, LLP or by another independent certified public accountant acceptable to the Lender, and the Form 10-K filed with the fiscal Federal Securities and Exchange Commission, together with a written statement from such accountants to the effect that they have read a copy of this Agreement, and that, in making the examination necessary to said certification, they have obtained no knowledge of any Default or Event of Default under this Agreement, or, if such accountants shall have obtained knowledge of any then existing Default or Event of Default they shall disclose in such statement any such Default or Event of Default; provided that such accountants shall not be liable to the Lender for failure to obtain knowledge of any Default of Event of Default; (2) as soon as practicable, but in any event not later than forty-five (45) days after the end of each calendar quarters, copies of the consolidating unaudited financial statements for Nantucket Island Associates Limited Partnership and the Borrower as at the end of such quarter for the portion of the calendar year ending then elapsed, setting forth in comparative form the figures for the previous calendar year, as such comparative information relates to the Properties, all in reasonable detail and prepared in accordance with generally accepted accounting principles, and the Form 10-Q filed with the Federal Securities and Exchange Commission, together with a certification by the principal financial or accounting officer, or partner of Nantucket Island Associates Limited Partnership that the information contained in such financial statements fairly presents the financial position of Nantucket Island Associates Limited Partnership and the Borrower on December 31the date thereof (subject to year-end adjustments) and that, 2007in making the examination necessary to said certification, Annual Financial Statements such Person has obtained no knowledge of any Default or Event of Default under this Agreement; (3) contemporaneously with the delivery of the financial statements referred to in clause (a) above, a statement of all contingent liabilities of Nantucket Island Associates Limited Partnership and the Borrower which are not reflected in such financial statements or referred to in the notes thereto, and a statement of projected cash flows of the Borrower for the current calendar year, all in reasonable detail and certified by the principal financial or accounting officer of Nantucket Island Associates Limited Partnership; (4) simultaneously with the delivery of the financial statements referred to in clause (a) above, a statement in the form of Exhibit C, attached hereto, signed by the principal financial or accounting officer, partner or trustee of the Borrower and setting forth in reasonable detail computations evidencing compliance with the covenants contained in ss.8.9; (5) on or before each January 31, (i) an annual business plan for the Borrower including, without limitation, a leasing report setting forth the Borrower's efforts to market and lease the then unleased space in the Improvements and the results of such efforts and (ii) an Annual Budget for the next calendar year, which Annual Budget shall be subject to the Lender's approval; (6) within forty-five (45) days after the end of each calendar year, an annual certified rent roll and lease receivable aging as of the end of such fiscal year; (7) contemporaneously with the filing or mailing thereof, copies of all material of a financial nature filed with the Securities and Exchange Commission (publicly filing Borrower’s 10-K with or sent to the Securities and Exchange Commissionstockholders, with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of the subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm partners, members, or such successor webpage of the Securities and Exchange Commission); (b) as soon as available and in any event within 60 days after the end of each fiscal quarter, Quarterly Financial Statements of Borrower in the form filed with the SEC (publicly filing Borrower’s Form 10-Q with the Securities and Exchange Commission with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar /webusers.htm or such successor webpage of the Securities and Exchange Commission); (c) concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as beneficiaries of the applicable date, all certified and signed by the president, chief financial officer Obligor or treasurer of Borrower Nantucket Island Associates Limited Partnership; and (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof commencing with the Quarterly Financial Statement prepared as of March 31, 2007, a compliance certificate (“Compliance Certificate”) in the form of Exhibit E hereto, duly executed by such authorized officer; (d) as soon as available and in any event within 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (e) as soon as available and in any event within 60 days after the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on March 31, 2007, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (f) as soon as available and in any event within 180 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any of its Subsidiaries to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency (and is publicly available); provided that publicly filing such documents with the Securities and Exchange Commission and providing notice thereof to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm; (h) within sixty (60) days after the end of each fiscal year, projections of the consolidated financial statements of Borrower and its Subsidiaries for the following fiscal year; (i) at the request of Agent or the Majority Lenders, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiaries, in such form and substance as is utilized by the applicable Insurance Company Subsidiary in the ordinary course of its business and which conforms to normal and customary industry practice, issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant to be reasonably satisfactory to Agent and the Majority Lenders; (j) within thirty (30) days after the provision thereof, all significant reports by the National Association of Insurance Commissioners or any insurance regulatory authority or other Governmental Authority with respect to any Insurance Company Subsidiary’s insurance business, and (k) such other financial projections and other information (including without limitation significant filings under state insurance holding company acts) relating to the condition (financial or otherwise), operations or business of any Obligor as 8) from time to time such other financial data and information (including quarterly financial reports and accountants' management letters) as the Lender may be reasonably requested by Agent (or any Lender through Agent). Each delivery of a financial statement pursuant to this Section 7.2 shall constitute a restatement of the representations contained in the last two sentences of Section 6.2 with respect to the period of time from the date of such most recently delivered financial statementsrequest and that is reasonably available.

Financial Statements and Information. Furnish The Borrower will furnish to Agent fifteen you and to any of your Affiliates, so long as you or such Affiliate shall be obligated to purchase or shall hold any Notes and to each other holder of any Notes having a face amount of $100,000 or more (15) copies of each of the following: such a holder in any such case being hereinafter called an Eligible Holder"), in duplicate: (a) as soon as available and in any event within 100 45 days after the end of each applicable quarterly accounting period in each fiscal yearyear of the Borrower (including, beginning with without limitation, the fourth quarterly accounting period thereof), (1) copies of the balance sheets of the Borrower and its Subsidiaries as of the end of such accounting period, and of the related statements of operations and retained earnings for such accounting period and for the portion of the fiscal year ending on December 31, 2007, Annual Financial Statements of Borrower in the form filed ended with the Securities last day of such accounting period, all in reasonable detail and Exchange Commission (publicly filing Borrower’s 10-K with stating in comparative form the Securities corresponding figures from the consolidated budget of the Borrower and Exchange Commissionits Subsidiaries for such period, with respect such copies to which notice shall be deemed to have been provided to Agent and each Lender in any event will satisfy Certified by the requirements chief financial officer of the subsection and Borrower unless such chief financial officer shall be deemed furnished and delivered on the date provide a written disclaimer of Certification; (2) a written statement of such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm financial officer setting forth computations in reasonable detail showing whether or such successor webpage of the Securities and Exchange Commission); (b) not as soon as available and in any event within 60 days after at the end of each fiscal quartersuch accounting period there was compliance with Sections 10.1, Quarterly Financial Statements 10.2, 10.7(c), 10.10 and 10.12 and setting forth the maximum amount of Borrower in the form filed with the SEC (publicly filing Borrower’s Form 10-Q with the Securities and Exchange Commission with respect to additional Indebtedness which notice shall could then have been provided incurred pursuant to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar /webusers.htm or such successor webpage of the Securities and Exchange CommissionSection 10.1(c); and (c3) concurrently Compliance with paragraph (a) (1) may be effected by the financial statements provided for in Subsections 7.2(a) and delivery of Board packages containing the required information to you. (b) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof commencing with the Quarterly Financial Statement prepared as of March 31, 2007, a compliance certificate (“Compliance Certificate”) in the form of Exhibit E hereto, duly executed by such authorized officer; (d) as soon as available and in any event within 90 days after the end of each applicable fiscal year of the Borrower, (1) copies of the consolidated balance sheets of the Borrower and its Subsidiaries as of the end of such fiscal year, beginning and of the related consolidated statements of operations, retained earnings and cash flow for such fiscal year, together with the notes thereto, all in reasonable detail and stating in comparative form (i) the respective consolidated figures as of the end of and for the previous fiscal year ending on December 31and (ii) the corresponding figures from the consolidated budget of the Borrower and its Subsidiaries for such fiscal year, 2007and (x) in the case of such consolidated financial statements, annual accompanied by a report thereon of Xxxxx Xxxxxxxx, LLP or other independent public accountants of recognized national standing selected by the Borrower and acceptable to the Majority Holders (the "Accountants"), which report shall be unqualified as to going concern and scope of audit and shall state that such consolidated financial statements prepared present fairly the consolidated financial position of the Borrower and its Subsidiaries (or the Borrower, as the case may be) as at the end of such fiscal year and the consolidated results of their operations, retained earnings and cash flow for such fiscal year in conformity with GAAP applied on a statutory basis consistent with prior years (except as otherwise stated therein) and that the examination by the Accountants in connection with such consolidated financial statements has been made in accordance with generally accepted auditing standards, and (y) in the case of such financial statements, such financial statements to be deemed to have been Certified by the chief financial officer of the Borrower unless such chief financial officer shall provide a written disclaimer of Certification with respect thereto; (2) a written statement of the Chief Financial Officer of Borrower (i) setting forth computations in reasonable detail showing whether or not as at the end of such fiscal year there was compliance with Sections 10.1, 10.2, 10.7(c), 10.10 and 10.12 and setting forth the maximum amount of additional Indebtedness which could then have been incurred pursuant to Section 10.1(c) and (ii) stating that in making the examination necessary for their report on such financial statements they obtained no knowledge of any default by the Insurance Company Subsidiaries which are not Foreign Subsidiaries Borrower in the fulfillment of any of the terms, covenants, provisions or conditions of this Agreement, or if such Accountants shall have obtained knowledge of any such default, specifying the nature and status thereof; and (as filed 3) Compliance with paragraph (b) (1) may be effected by delivery of Board packages containing the required information to you. (c) concurrently with the appropriate regulatory authorities); financial statements furnished pursuant to Subsection (eb) of this Section 7, an Officer's Certificate of the Borrower stating that, based upon such examination or investigation and review of this Agreement as in the opinion of the signer is necessary to enable the signer to express an informed opinion with respect thereto, no default by the Borrower or any of its Subsidiaries in the fulfillment of any of the terms, covenants, provisions or conditions of this Agreement exists or has existed during such period or, if such a default shall exist or have existed, the nature and period of existence thereof and what action the Borrower or such Subsidiary, as the case may be, has taken, is taking or proposes to take with respect thereto; (d) as soon as available and in any event within 60 thirty (30) days after of the end of each applicable fiscal quarter calendar month, copies of the balance sheets of the Borrower and its Subsidiaries as of the end of such preceding calendar month, and of the related statements of operations and retained earnings for such month. Such financial statements shall be deemed to have been Certified by the chief financial officer of the Borrower unless such chief financial officer shall provide a written disclaimer of Certification with respect thereto. Compliance with this paragraph (other than d) may be effected by the last fiscal quarter delivery to you of a fiscal year)Board package containing the required information; (e) promptly after the receipt thereof by the Borrower or any of its Subsidiaries, beginning and in any event within fifteen (15) days thereof, copies of any reports as to material inadequacies in accounting controls (including reports as to the absence of any such inadequacies) submitted to any such corporation by the Accountants in connection with any audit of such corporation made by the fiscal quarter ending on March 31, 2007, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); Accountants; (f) as soon as promptly after the same are available and in any event within 180 30 days after the end thereof, copies of each applicable fiscal yearall such proxy statements, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (and reports as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any of its Subsidiaries shall send or make available generally to shareholders generally any of their securityholders, and each copies of all regular and periodic reports and of all registration statements (other than on Form S-8 or periodic report and each registration statement or prospectus filed by a similar form) which the Borrower or any of its Subsidiaries may file with the SEC or with any securities exchange or the Securities and Exchange Commission or any successor agency exchange; (g) promptly (and is publicly available); provided that publicly filing such documents with the Securities and Exchange Commission and providing notice thereof to Agent and each Lender in any event will satisfy within ten (10) days) after becoming aware of (1) the requirements existence of this subsection and shall be deemed furnished and delivered any Default or Event of Default on the date part of the Borrower or any of its Subsidiaries, or, an Officer's Certificate of the Borrower specifying the nature and period of existence thereof and what action the Borrower or such information has been posted on Subsidiary is taking or proposes to take witch respect thereto; or (2) any Indebtedness of the Securities Borrower or any of its Subsidiaries being declared due and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm; payable before its expressed maturity, or any holder of such Indebtedness having the right to declare such Indebtedness due and payable before its expressed maturity, because of the occurrence of any default (or any event which, with notice and/or the lapse of time, shall constitute any such default) under such Indebtedness, an Officer's Certificate of the Borrower describing the nature and status of such matters and what action the Borrower or such Subsidiary is taking or proposes to take with respect thereto; (h) promptly and in any event within sixty ten (6010) days after the end Borrower knows or, in the case of each fiscal yeara Pension Plan has reason to know, projections that a Reportable Event with respect to any Pension plan has occurred, that any Pension Plan or Multiemployer Plan is or may be terminated, reorganized, partitioned or declared insolvent under Title IV of ERISA, or that the Borrower or any of its Subsidiaries or ERISA Affiliates will or may incur any material liability to or on account of a Pension Plan or Multiemployer Plan under Title IV of ERISA or any other material liability under ERISA has been asserted against the Borrower or any of its Subsidiaries or ERISA Affiliates, an officer's Certificate of the consolidated financial statements Borrower setting forth information as to such occurrence and what action, if any, the Borrower or such Subsidiary or ERISA Affiliate is required or proposes to take with respect thereto, together with any notices concerning such occurrences which are (a) required to be filed by the Borrower or such Subsidiary or ERISA Affiliate or the plan administrator of any such Pension Plan controlled by the Borrower and its Subsidiaries for or such Subsidiary or ERISA Affiliate with the following fiscal year; Internal Revenue Service or the PBGC, or (b) received by the Borrower or such Subsidiary or ERISA Affiliate from any plan administrator of a Pension Plan not under their control or from a Multiemployer Plan; (i) at promptly and in any event not later than ten (10) days after the request date of Agent filing thereof with the Internal Revenue Service or the Majority Lenders, independent actuarial reserve adequacy summary reports for PBGC or (as the Insurance Company Subsidiaries, in such form and substance as is utilized case may be) the date received by the applicable Insurance Company Subsidiary in Borrower or its Subsidiaries or ERISA Affiliates, a copy of each annual report (Form 5500 Series) of any Pension Plan subject to Title IV of ERISA prepared by the ordinary course Borrower or any of its business and Subsidiaries or ERISA Affiliates or of any such report of any Multiemployer Plan received by any of them; (j) promptly after becoming aware of any Material Adverse Effect with respect to which conforms to normal and customary industry practice, issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant notice is not otherwise required to be reasonably satisfactory given pursuant to Agent this Section 7, an Officer's Certificate of the Borrower setting forth the details of such Material Adverse Effect and stating what action the Majority Lenders; Borrower or any of its Subsidiaries has taken or proposes to take with respect thereto; (jk) (i) within thirty (30) days after the provision thereofend of each fiscal year of the Borrower, all significant reports a copy of a consolidated budget of the Borrower and its Subsidiaries that shall be prepared by the National Association Borrower for the succeeding fiscal year, and all amendments thereto which may be in effect from time to time; and (ii) promptly after the same is approved by the Board of Insurance Commissioners Directors of the Borrower, a copy of any long-range plans of the Borrower that may be prepared for or at the direction of the Board of Directors of the Borrower, and all amendments thereto which may be in effect from time to time; (l) promptly after the end of each month after the date hereof and upon the Closing Date inform Investor of the amount of Loans subject to each type of classification of the Classified Loans; (m) promptly (and in any event within 15 days) after the Borrower knows of (i) the filing of any action, suit, proceeding, governmental investigation or arbitration against or affecting the Borrower or any insurance regulatory authority of its Subsidiaries or any Property of any of them, or (ii) any material development in any such action, suit, proceeding, governmental investigation or arbitration which is not nonpublic information, which, in either case, if adversely determined, is likely to have a Material Adverse Effect, a copy of any such pleading or any public document describing such material development; and (n) any other Governmental Authority with respect to any Insurance Company Subsidiary’s insurance businessinformation, not nonpublic in nature, including financial statements and (k) such other financial projections and other information (including without limitation significant filings under state insurance holding company acts) computations, relating to the condition (financial performance of obligations arising under this Agreement and/or the affairs of the Borrower or otherwise), operations any of its Subsidiaries that the Purchaser or business of any Obligor as other Eligible Holder may from time to time reasonably request and which is capable of being obtained, produced or generated by the Borrower or such Subsidiary or of which any of them has knowledge, (subject to the last sentence of this paragraph (n)) copies of the minutes of all meetings of the Board of Directors of the Borrower and all information furnished to members of the Board of Directors of the Borrower; and copies of all information furnished to stockholders at or in connection with all meetings of stockholders of the Borrower. The obligation to provide copies of all minutes of the meetings of the Board of Directors of the Borrower and all information furnished to members of the Board of Directors of the Borrower is subject to any limitations required by applicable law and shall not inure to the benefit of any Holder unless such holder holds, in the aggregate, $5,000,000 in Notes. It is further understood and agreed that, for the purpose of effecting compliance with Rule 144A promulgated by the SEC in connection with any resales of any of the Securities that may hereafter be reasonably requested by Agent (or any Lender through Agent). Each delivery of a financial statement effected pursuant to the provisions of such Rule, (a) each prospective purchaser of any of the Securities designated by a holder thereof shall have the right to obtain from the issuer, upon the written request of such holder, copies of (i) the consolidated annual financial statements for the then most recently completed fiscal year of the Borrower furnished to the holders of Securities pursuant to paragraph (b)(1) of this Section 7.2 shall constitute a restatement of the representations contained in the last two sentences of Section 6.2 with respect 7 (or, prior to the period time such financial statements shall become available for the first fiscal year ending after the date of time from this Agreement, the Audited Financial Statements), (ii) any interim consolidated financial statements furnished to such holders pursuant to paragraph (a)(1) of this Section 7 since the date of such most recently delivered annual financial statements, and (iii) similar financial statements for such part of the two preceding fiscal years as such issuer has been in operation, and (b) each such holder and each such prospective purchaser shall have the right to obtain from such issuer, upon the written request of such holder, a brief statement of the nature of the business of such issuer and the products and services it offers, dated as of a date within twelve (12) months prior to the date of resale of such Securities. The Borrower will keep at its principal executive office a true copy of this Agreement, and cause the same to be available for inspection at said office during normal business hours by any holder of any of the Notes or Warrants or any prospective purchaser of any thereof designated by the holder thereof.

Financial Statements and Information. Furnish Deliver to Agent fifteen (15) copies of each of the following: Banks: (a) as soon as available available, and in any event within 100 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, Annual Financial Statements of Borrower in the form filed with the Securities and Exchange Commission (publicly filing Borrower’s 10-K with the Securities and Exchange Commission, with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of the subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the Securities and Exchange Commission); (b) as soon as available and in any event within 60 120 days after the end of each fiscal quarteryear of the Borrower, Quarterly Financial Statements a copy of the annual audit report of the Borrower and the Subsidiaries for such fiscal year containing a balance sheet, statements of income and stockholders equity and a cash flow statement, all in reasonable detail and certified by PricewaterhouseCoopers, LLP or another independent certified public accountant of recognized standing satisfactory to the form filed with Banks. The Borrower will obtain from such accountants and deliver to the SEC (publicly filing Borrower’s Form 10-Q with Banks at the Securities and Exchange Commission with respect time said financial statements are delivered the written statement of the accountants that in making the examination necessary to which notice said certification they have obtained no knowledge of any Event of Default or Default, or if such accountants shall have been obtained knowledge of any such Event of Default or Default, they shall state the nature and period of existence thereof in such statement; provided that such accountants shall not be liable directly or indirectly to Agent and each Lender in the Banks for failure to obtain knowledge of any event will satisfy the requirements such Event of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar /webusers.htm Default or such successor webpage of the Securities and Exchange Commission)Default; (c) concurrently with the financial statements provided for in Subsections 7.2(a) and and (b) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof commencing with the Quarterly Financial Statement prepared as of March 31, 2007, a compliance certificate (“Compliance Certificate”) in the form of Exhibit E hereto, duly executed by such authorized officer; (d) as soon as available available, and in any event within 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (e) as soon as available and in any event within 60 days after the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on March 31, 2007, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (f) as soon as available and in any event within 180 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any of its Subsidiaries to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency (and is publicly available); provided that publicly filing such documents with the Securities and Exchange Commission and providing notice thereof to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm; (h) within sixty (60) days after the end of each quarterly accounting period in each fiscal year, projections year of the consolidated Borrower (excluding the fourth quarter), an unaudited financial report of the Borrower and the Subsidiaries as at the end of such quarter and for the period then ended, containing a balance sheet, statements of income and stockholders equity and a cash flow statement, all in reasonable detail and certified by a financial officer of the Borrower to have been prepared in all material respects in accordance with GAAP, except as may be explained in such certificate; and (c) such additional financial or other information as the Banks may reasonably request including, without limitation, copies of any statements and reports sent to stockholders of the Borrower or filed with the Securities and Exchange Commission and any such monthly, quarterly, and annual reports of gas purchases and sales that the Borrower is required to deliver to or file with governmental bodies pursuant to tariffs and/or franchise agreements. All financial statements of specified in clauses (a) and (b) above shall be furnished in consolidated form for the Borrower and its all Subsidiaries with comparative consolidated figures for the following fiscal corresponding period in the preceding year; . Together with each delivery of financial statements required by clauses (a) and (b) above, the Borrower will deliver to the Banks (i) at the request of Agent or the Majority Lenderssuch schedules, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiaries, in such form and substance as is utilized by the applicable Insurance Company Subsidiary in the ordinary course of its business and which conforms to normal and customary industry practice, issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant to be reasonably satisfactory to Agent and the Majority Lenders; (j) within thirty (30) days after the provision thereof, all significant reports by the National Association of Insurance Commissioners or any insurance regulatory authority or other Governmental Authority with respect to any Insurance Company Subsidiary’s insurance business, and (k) such other financial projections computations and other information (including without limitation significant filings under state insurance holding company acts) relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent required to demonstrate that the Borrower is in compliance with its covenants in Section 10.1 or reflecting any noncompliance therewith as at the applicable date and (ii) an Officer’s Certificate stating that there exists no Event of Default or Default, or, if any Lender through Agent). Each delivery such Event of a financial statement pursuant to this Section 7.2 shall constitute a restatement of Default or Default exists, stating the representations contained in the last two sentences of Section 6.2 with respect to nature thereof, the period of time from existence thereof and what action the date Borrower has taken or proposes to take with respect thereto. The Banks are authorized to deliver a copy of such most recently any financial statement delivered financial statementsto it to any regulatory body having jurisdiction over them, and to disclose same to any prospective assignees or participant Banks.

Financial Statements and Information. Furnish Lessee will furnish the following statements and operating information to Agent fifteen Lessor (15) copies provided that the delivery of each any of the following: following statements or operating information may be waived by Lessor, in its sole discretion): (a) as soon as available and in any event within 100 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, Annual Financial Statements of Borrower in the form filed with the Securities and Exchange Commission (publicly filing Borrower’s 10-K with the Securities and Exchange Commission, with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of the subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the Securities and Exchange Commission); (b) as soon as available and in any event within 60 days after the end of each fiscal quarter, Quarterly Financial Statements of Borrower in the form filed with the SEC (publicly filing Borrower’s Form 10-Q with the Securities and Exchange Commission with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar /webusers.htm or such successor webpage of the Securities and Exchange Commission); (c) concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof commencing with the Quarterly Financial Statement prepared as of March 31, 2007, a compliance certificate (“Compliance Certificate”) in the form of Exhibit E hereto, duly executed by such authorized officer; (d) as soon as available and in any event within 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (e) as soon as available and in any event within 60 days after the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on March 31, 2007, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (f) as soon as available and in any event within 180 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any of its Subsidiaries to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency (and is publicly available); provided that publicly filing such documents with the Securities and Exchange Commission and providing notice thereof to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm; (h) within sixty (60) days after the end of each fiscal yearyear of Lessee, projections audited Consolidated Financials of the consolidated Lessee; (b) with reasonable promptness, such other information respecting the financial statements condition, operations and affairs of Borrower Lessee or the Leased Property (A) as Lessor or the Company may be required or may deem desirable in its reasonable discretion to file with or provide to the Security and Exchange Commission (“SEC”) or any other governmental agency or any other Person, all in the form, and either audited or unaudited, as Lessor may request in Lessor’s reasonable discretion, (B) as may be reasonably necessary to confirm compliance by Lessee and its Subsidiaries Affiliates with the requirements of this Lease, and (C) as may be required or requested by any existing, potential or future Holder; (c) on or before the fifteenth (15th) day of each month, a balance sheet, and detailed profit and loss and cash flow statements showing the financial position of the Facility as at the end of the preceding month and the results of operation of the Facility for such preceding month and the Lease Year to date (including a comparison to the Operating Budget as approved); (d) on or before the fifteenth (15th) day of each month, the Facility’s general manager’s written critique of the financial report submitted pursuant to subsection (c) immediately above, setting forth in narrative form any variations during the preceding month from the Annual Budget and including a preview of the Facility’s financial operations during the current month; (e) on or before the twentieth (20th) day of each April, July and October during the Term, an updated estimate for each calendar quarter remaining in the Lease Year of the information required by Section 4.7(a) and (e) hereof; (f) monthly STR Reports within five (5) days of Lessee’s receipt thereof; (g) Lessee will furnish to Lessor a copy of all financial reports and statements received from the Manager on the twentieth (20th) day of each month for the preceding month; (h) Lessee will furnish to Lessor on the twentieth (20th) day of each month for the preceding month and year-to-date the following fiscal year; statistical information: (i) at the request of Agent or the Majority Lenders, independent actuarial reserve adequacy summary reports Statistical information for the Insurance Company Subsidiaries, in such form and substance as is utilized by Hotel for the applicable Insurance Company Subsidiary in the ordinary course of its business and which conforms to normal and customary industry practice, issued by the actuarial consultant utilized by the Insurance Company Subsidiariesprior month, such consultant as ADR, REVPAR and occupancy; and (ii) Year-to-date annual working capital positions. (i) upon request by Lessor, to be reasonably satisfactory to Agent and the Majority Lenders; extent not previously provided by Lessee, (ji) within thirty (30) days after the provision thereofcopies of all licenses, all significant reports by the National Association of Insurance Commissioners or any insurance regulatory authority permits, occupancy agreements, operating agreements, leases, contracts, inspection reports, studies, appraisals, assessments, default or other Governmental Authority with respect to any Insurance Company Subsidiary’s insurance business, notices and (k) such other financial projections similar materials and other information (including without limitation significant filings under state insurance holding company acts) relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent (or any Lender through Agent). Each delivery of a financial statement pursuant to this Section 7.2 shall constitute a restatement of the representations contained in the last two sentences of Section 6.2 existing with respect to the period Leased Property and (ii) such additional financial information as required to comply with, and to evidence compliance with, the Xxxxxxxx-Xxxxx Act of time from 2002, as may be amended, as such statute relates to financial reports in respect of the date of such most recently delivered financial statementsLeased Property.

Financial Statements and Information. Furnish to Agent fifteen Without request by Lender (15) unless otherwise indicated), furnish Lender with true, correct and complete copies of each of the following: following documents and instruments: (a) as soon as available and in any event within 100 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, Annual Financial Statements of Borrower in the form filed with the Securities and Exchange Commission Within ninety (publicly filing Borrower’s 10-K with the Securities and Exchange Commission, with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of the subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the Securities and Exchange Commission); (b90) as soon as available and in any event within 60 days after the end of each fiscal quarteryear of Borrower, Quarterly Borrower’s compiled Annual Financial Statements of Borrower in the form filed with the SEC (publicly filing Borrower’s Form 10-Q with the Securities and Exchange Commission with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar /webusers.htm or such successor webpage of the Securities and Exchange Commission); (c) concurrently with the financial statements provided for in Subsections 7.2(a) and supporting schedules; (b) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower Within ninety (or other authorized officer approved by Agent90) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof commencing with the Quarterly Financial Statement prepared as of March 31, 2007, a compliance certificate (“Compliance Certificate”) in the form of Exhibit E hereto, duly executed by such authorized officer; (d) as soon as available and in any event within 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007of the applicable Guarantor, annual financial statements prepared on of such Guarantor, which financial statements (i) in the case of all Guarantors other than Blue Dolphin (A) shall contain the financial information of the same type as described in the definition of Annual Financial Statement) and (B) shall be reviewed and shall be certified and signed by such Guarantor as being true, correct and complete, (ii) in the case of Blue Dolphin, shall be (A) audited and certified as being fairly stated by audited by a statutory basis for recognized certified independent accounting firm acceptable to Lender and not subject to any “going concern” or like qualification or exception or any qualification or exception as to the Insurance Company Subsidiaries scope of such audit and (B) accompanied by a copy of Blue Dolphin’s annual 10-K report (which are not Foreign Subsidiaries delivery may be satisfied by Blue Dolphin timely filing of its annual 10-K report), and (as filed with iii) in the appropriate regulatory authorities); case of Xxxxxxx, such annual financial shall be due within thirty (e30) as soon as available and in any event within 60 days after of the end of each the applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on March 31, 2007, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries ; (as filed with the appropriate regulatory authorities); (fc) as soon as available and in any event within 180 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any of its Subsidiaries to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency (and is publicly available); provided that publicly filing such documents with the Securities and Exchange Commission and providing notice thereof to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm; (h) within Within sixty (60) days after the end of each fiscal yearcalendar quarter, projections of the consolidated financial statements Quarterly Financial Statements of Borrower and its Subsidiaries for the following fiscal year; each Guarantor (except that (i) at the request of Agent or the Majority Lenders, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiaries, in such form and substance as is utilized by the applicable Insurance Company Subsidiary in the ordinary course case of Blue Dolphin, such quarterly financial statements shall be satisfied upon Blue Dolphin’s timely filing of its business quarterly 10-Q reports and which conforms to normal and customary industry practice, issued by (ii) in the actuarial consultant utilized by the Insurance Company Subsidiariescase of Xxxxxxx, such consultant quarterly financials shall not be required pursuant to be reasonably satisfactory to Agent and the Majority Lenders; this clause (jc)); (d) within Within thirty (30) days after the provision thereoffiling of same, a true, correct and complete copy of the signed and dated annual U. S. federal income tax return or extension requests of Guarantor; (e) Such other financial and other information concerning Borrower or Guarantors requested by RBS or as Lender may request from time to time, including without limitation updated appraisals on the Storage Improvements or any other Collateral or other real estate, equipment or chattel property within sixty (60) days from the date Lender or RBS requests such information or appraisals; (f) Upon request of Lender, evidence of payment and discharge of all taxes, assessments and governmental charges or levies imposed on Borrower, Guarantor, their income or profits or any of their Property prior to the date on which penalties or liens attach thereto, provided, however, neither Borrower nor Guarantor shall be required to pay any such tax, assessment, charge, levy or claim the payment of which is being contested in good faith and by proper proceedings and against which adequate reserves have been set up in accordance with GAAP; (g) Prompt written notice of all claims, actions or litigation, including, without limitation, all significant reports by proceedings before any Governmental Authority affecting Borrower, Guarantor or the National Association Property of Insurance Commissioners either of them, except litigation or proceedings that is not in excess of $100,000; (h) Prompt written notice of the occurrence of (i) any Default hereunder (including without limitation, any “Default” or “Event of Default” under the LE Loan Agreement, (ii) any event or occurrence which has had or can be expected to have a Material Adverse Effect, (iii) any Event of Abandonment or Event of Taking, or (iv) any casualty or damage to the Storage Improvement or any insurance Collateral in excess of $100,000; (i) Within (i) thirty (30) days of the required submission date to any Governmental Authority, a copy of all required environmental and other regulatory authority reporting documents and (ii) thirty (30) days of the receipt of reports from any Governmental Authority, a copy of such reports; (j) Currently with delivery of the Annual Financial Statements in Section 4.1(a), a list showing the number of jobs and type (full/part time) of such jobs that Borrower has created or other is employing; (k) Prompt written notice of any adverse findings made by any Governmental Authority with respect to any Insurance Company Subsidiary’s insurance businessmaterial permits, approvals, licenses and (k) such other financial projections and other information franchises (including without limitation significant filings under state insurance holding company acts) relating to the condition (financial or otherwiseall Environmental Permits and all construction permits and good standing approvals), operations if such findings are not corrected or business cured within thirty (30) days; and (l) Within sixty (60) days after the end of any Obligor as from time to time may be reasonably requested by Agent (or any Lender through Agent). Each delivery fiscal quarter of a financial statement pursuant to this Section 7.2 shall constitute a restatement Borrower, reports of the representations contained in the last two sentences of Section 6.2 with respect to the period of time from the date of such most recently delivered financial statementsquarterly accounts receivables and accounts payable agings.

Financial Statements and Information. Furnish The Company will furnish to Agent fifteen (15) copies you and to any of each your Affiliates, so long as you or such Affiliate shall hold any of the following: Substitute Notes, and (upon request) to each other Qualified Institutional Holder of any Substitute Notes, in duplicate: (a) as soon as available and in any event within 100 45 days after the end of the first, second and third quarterly accounting periods in each applicable fiscal year of the Company, (i) copies of a consolidated and consolidating balance sheet of the Company and its Restricted Subsidiaries and of the Company and its Subsidiaries as of the end of such accounting period and of the related consolidated and consolidating statements of income and stockholder's equity and cash flows of the Company and its Restricted Subsidiaries and of the Company and its Subsidiaries for the portion of the fiscal year ended with the last day of such quarterly accounting period, all in reasonable detail and stating, in the case of such consolidated statements, in comparative form the respective figures for the corresponding date and period in the previous fiscal year, beginning with and certified by the fiscal year ending on December 31principal financial officer of the Company, 2007, Annual Financial Statements of Borrower in the form filed case of such consolidated statements, as having been prepared in accordance with GAAP and as presenting fairly the Securities information contained therein, subject to year-end and Exchange Commission audit adjustments and, in the case of such consolidating statements, as being fairly stated in all material respects in relation to the consolidated financial statements for such period as a whole, subject to year-end and audit adjustments, (publicly filing Borrower’s 10-K with ii) a written statement of such financial officer of the Securities Company setting forth computations in reasonable detail showing, as of the date of such balance sheet, (A) the ratio of Current Assets to Current Liabilities, (B) the amount of Net Worth and Exchange CommissionTotal Capitalization, with respect to (C) the maximum amount of additional Debt and Restricted Debt which notice shall the Company could have been provided to Agent incurred under Section 7.4 and the outstanding amount of Debt and Restricted Debt of the Company and each Lender Restricted Subsidiary and (D) the amount available for Restricted Payments and Restricted Investments in any event will satisfy the requirements compliance with Section 7.6, and (iii) a written discussion and analysis by management of the subsection financial condition and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage results of operations of the Securities line of business conducted by each Issuing Subsidiary and Exchange Commission); its Subsidiaries for such accounting period; (b) as soon as available and in any event within 60 120 days after the end of each fiscal quarteryear of the Company, (i) copies of a consolidated and consolidating balance sheet of the Company and its Restricted Subsidiaries and of the Company and its Subsidiaries as of the end of such fiscal year and of the related consolidated and consolidating statements of income and stockholder's equity and cash flows of the Company and its Restricted Subsidiaries and of the Company and its Subsidiaries for such fiscal year, Quarterly Financial Statements all in reasonable detail and stating in comparative form the respective figures as of Borrower the end of and for the previous fiscal year, accompanied, in the form filed case of such consolidated statements, by an unqualified report thereon of Coopers & Lybrxxx, xx other independent certified public accountants of recognized national standing selected by the Company (which report shall contain a statement to the effect that such consolidated financial statements present fairly the financial position of the corporation or corporations being reported upon as at the dates indicated and the results of operations and cash flows of such corporation or corporations for the periods indicated and have been prepared in accordance with GAAP applied on a basis consistent with prior years (except for changes in application in which such accountants concur and which are noted in such financial statements) and that the SEC audit by such accountants in connection with such consolidated financial statements has been made in accordance with generally accepted auditing standards at the time in effect, and accordingly included such tests of the accounting records and such other auditing procedures as were considered necessary in the circumstances) and, in the case of such consolidating statements, either certified by the principal financial officer of the Company as fairly stating, or accompanied by a report thereon by such accountants containing a statement to the effect that (publicly filing Borrower’s Form 10-Q ii) a written statement of the accountants referred to in Clause (i) above (A) setting forth computations in reasonable detail showing, as of the date of such balance sheet, (1) the ratio of Current Assets to Current Liabilities, (2) the amount of Net Worth and Total Capitalization, (3) the maximum amount of additional Debt and Restricted Debt which the Company could have incurred under Section 7.4 and the outstanding amount of Debt and Restricted Debt of the Company and each Restricted Subsidiary, and (4) the amount available for Restricted Payments and Restricted Investments in compliance with Section 7.6, and (B) stating that in making the Securities and Exchange Commission with respect to which notice examination necessary for their report on such financial statements they obtained no knowledge of any default by the Company in the observance of any of the covenants contained in Section 7 or, if such accountants shall have been provided to Agent obtained knowledge of any such default, specifying all such defaults and each Lender in any event will satisfy the requirements of this subsection nature and shall be deemed furnished status, and (iii) a written discussion and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar /webusers.htm or such successor webpage analysis by management of the Securities financial condition and Exchange Commission); results of operations of the line of business conducted by each Issuing Subsidiary and its Subsidiaries for such accounting period; (c) concurrently with the financial statements provided for in each quarterly accounting period and for each fiscal year of the Company furnished pursuant to Subsections 7.2(a(a) and (b) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and this Section, (i) a certificate signed by the presidentPresident or a Vice President and by the Treasurer of the Company stating that, chief based upon such examination or investigation and (ii) a written statement of the principal financial officer or treasurer of Borrower the Company setting forth computations showing in reasonable detail (or other authorized A) the aggregate book value of property of the Company and its Restricted Subsidiaries subject to sale-leaseback transactions permitted by Section 7.7, and (B) the book value of assets of the Company and its Restricted Subsidiaries sold since the Effective Date and since the first day of such fiscal year, and (iii) a written statement of the principal financial officer approved by Agent) as true and correct in all material respects of the Company that, to the best of his knowledge of such officer andafter due inquiry, concurrently except as otherwise disclosed in writing to you, there is no litigation (including derivative actions), arbitration proceeding or governmental proceeding pending to which the Company or any Subsidiary is a party, or with respect to the financial statements provided for in Subsections 7.2(a) and (b) hereof commencing with the Quarterly Financial Statement prepared as of March 31Company or any Subsidiary or their respective properties, 2007, which has a compliance certificate (“Compliance Certificate”) in the form of Exhibit E hereto, duly executed by such authorized officer; significant possibility of (d) as soon as promptly after the same are available and in any event within 90 15 days after thereafter (if the end Company or any Subsidiary shall have become registered under Section 12 of each applicable fiscal yearthe Exchange Act) copies of all such proxy statements, beginning financial statements and reports as the Company or such Subsidiary shall send or make available generally to any of its security holders and copies of all regular and periodic reports and of all registration statements (other than on Form S-8 or a similar form) which the Company or such Subsidiary may file with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed Commission or with the appropriate regulatory authorities); any securities exchange; (e) as soon as available and in any event within 60 days after the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on March 31, 2007, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (f) as soon as available and in any event within 180 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any of its Subsidiaries to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency (and is publicly available); provided that publicly filing such documents with the Securities and Exchange Commission and providing notice thereof to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm; (h) within sixty (60) 15 days after the end of each fiscal yearmonth, projections a complete copy of any written agreements entered into by the Company during such fiscal month amending, modifying, waiving or supplementing any financial covenant set forth in an agreement or instrument evidencing Debt of the consolidated Company in an aggregate unpaid principal amount of $10,000,000 or more (together with a copy of the agreement or instrument so amended, modified, waived or supplemented if not previously furnished by the Company), provided, that if the Company shall be a party to any agreement providing a holder of Debt of the Company with greater rights with respect to delivery of amendments, modifications, waivers or supplements to agreements or instruments of the Company evidencing Debt than are provided to you above in this paragraph (e), the Company shall give prompt written notice of such fact to each holder of a Substitute Note, each such holder shall be entitled to the benefit of such greater rights and this Agreement shall be deemed modified to the extent required to provide such greater rights; (f) promptly upon any officer of the Company (i) obtaining knowledge of any condition or event which constitutes a Default or an Event of Default, or becoming aware that the holder of any Substitute Note has given any written notice expressly asserting the occurrence of a Default or Event of Default, a statement by the principal financial statements officer of Borrower the Company specifying in reasonable detail the nature and period of (g) promptly upon receipt thereof (and in any event within five Business Days thereafter), copies of the management letter submitted to the Company by its independent public accountants in connection with the annual audit of the Company and its Subsidiaries made by such accountants for the following fiscal year; year ended December 31, 1991; (h) promptly upon entering into any agreement or instrument evidencing Debt of the Company or any Restricted Subsidiary (other than any agreement providing for automatic modification thereof in substantially the same form as Section 9.1(d) of this Agreement) which provides that the holder of any such Debt may declare such Debt to be due and payable prior to the scheduled maturity thereof as a result of the occurrence of any default in the performance of any term or condition contained in the agreement or instrument evidencing any other Debt of the Company or any Restricted Subsidiary (regardless of whether such other Debt shall have been declared due and (i) at the request of Agent or the Majority Lenders, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiaries, in such form and substance as is utilized by the applicable Insurance Company Subsidiary in the ordinary course of its business and which conforms to normal and customary industry practice, issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant to be reasonably satisfactory to Agent and the Majority Lenders; (j) within thirty (30) days after the provision thereof, all significant reports by the National Association of Insurance Commissioners or any insurance regulatory authority or other Governmental Authority with respect to any Insurance Company Subsidiary’s insurance business, and (k) such other information, including financial projections statements and other information (including without limitation significant filings under state insurance holding company acts) computations relating to the condition performance of the provisions of this Agreement and the affairs of the Company, as may from time to time be reasonably requested by you or your Affiliates or a Qualified Institutional Holder. The Company will keep at its principal executive office true copies of the Agreements (financial or otherwise), operations or business of any Obligor as from time to time may in effect), and cause the same to be reasonably requested available for inspection at said office during normal business hours by Agent (any holder of a Substitute Note or any Lender through Agent). Each delivery prospective purchaser of a financial statement pursuant to this Section 7.2 shall constitute Substitute Note designated by a restatement of the representations contained in the last two sentences of Section 6.2 with respect to the period of time from the date of such most recently delivered financial statementsholder thereof.

Financial Statements and Information. Furnish Deliver to Agent fifteen (15) copies of each of the following: Banks: (a) as soon as available available, and in any event within 100 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, Annual Financial Statements of Borrower in the form filed with the Securities and Exchange Commission (publicly filing Borrower’s 10-K with the Securities and Exchange Commission, with respect to which notice shall have been provided to Agent and each Lender in any event will satisfy the requirements of the subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm or such successor webpage of the Securities and Exchange Commission); (b) as soon as available and in any event within 60 120 days after the end of each fiscal quarteryear of the Borrower, Quarterly Financial Statements a copy of the annual audit report of the Borrower and the Subsidiaries for such fiscal year containing a balance sheet, statements of income and stockholders equity and a cash flow statement, all in reasonable detail and certified by Price Waterhouse Coopers or another independent certified public accountant of recognized standing satisfactory to the form filed with Banks. The Borrower will obtain from such accountants and deliver to the SEC (publicly filing Borrower’s Form 10-Q with Banks at the Securities and Exchange Commission with respect time said financial statements are delivered the written statement of the accountants that in making the examination necessary to which notice said certification they have obtained no knowledge of any Event of Default or Default, or if such accountants shall have been obtained knowledge of any such Event of Default or Default, they shall state the nature and period of existence thereof in such statement; provided that such accountants shall not be liable directly or indirectly to Agent and each Lender in ------------- the Banks for failure to obtain knowledge of any event will satisfy the requirements such Event of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar /webusers.htm Default or such successor webpage of the Securities and Exchange Commission)Default; (c) concurrently with the financial statements provided for in Subsections 7.2(a) and and (b) hereof, such schedules, computations and other information, in reasonable detail, as may be reasonably required by Agent to demonstrate compliance with the covenants set forth herein or reflecting any non-compliance therewith as of the applicable date, all certified and signed by the president, chief financial officer or treasurer of Borrower (or other authorized officer approved by Agent) as true and correct in all material respects to the best knowledge of such officer and, concurrently with the financial statements provided for in Subsections 7.2(a) and (b) hereof commencing with the Quarterly Financial Statement prepared as of March 31, 2007, a compliance certificate (“Compliance Certificate”) in the form of Exhibit E hereto, duly executed by such authorized officer; (d) as soon as available available, and in any event within 90 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (e) as soon as available and in any event within 60 days after the end of each applicable fiscal quarter (other than the last fiscal quarter of a fiscal year), beginning with the fiscal quarter ending on March 31, 2007, quarterly financial statements prepared on a statutory basis for the Insurance Company Subsidiaries which are not Foreign Subsidiaries (as filed with the appropriate regulatory authorities); (f) as soon as available and in any event within 180 days after the end of each applicable fiscal year, beginning with the fiscal year ending on December 31, 2007, annual financial statements prepared on a statutory basis for each Insurance Company Subsidiary which is a Foreign Subsidiary (as filed with the applicable regulatory authorities); (g) promptly upon their becoming publicly available, each financial statement, report, notice or definitive proxy statements sent by Borrower or any of its Subsidiaries to shareholders generally and each regular or periodic report and each registration statement or prospectus filed by Borrower or any of its Subsidiaries with any securities exchange or the Securities and Exchange Commission or any successor agency (and is publicly available); provided that publicly filing such documents with the Securities and Exchange Commission and providing notice thereof to Agent and each Lender in any event will satisfy the requirements of this subsection and shall be deemed furnished and delivered on the date such information has been posted on the Securities and Exchange Commission website available through hxxx://xxx.xxx.xxx/xxxxx/searchedgar/webusers.htm; (h) within sixty (60) days after the end of each quarterly accounting period in each fiscal year, projections year of the consolidated Borrower (excluding the fourth quarter), an unaudited financial report of the Borrower and the Subsidiaries as at the end of such quarter and for the period then ended, containing a balance sheet, statements of income and stockholders equity and a cash flow statement, all in reasonable detail and certified by a financial officer of the Borrower to have been prepared in accordance with GAAP, except as may be explained in such certificate; and (c) copies of all statements and reports sent to stockholders of the Borrower or filed with the Securities and Exchange Commission; and (d) such additional financial or other information as the Banks may reasonably request including, without limitation, copies of such monthly, quarterly, and annual reports of gas purchases and sales that the Borrower is required to deliver to or file with governmental bodies pursuant to tariffs and/or franchise agreements. All financial statements of specified in clauses (a) and (b) above shall be furnished in consolidated and consolidating form for the Borrower and its all Subsidiaries with comparative consolidated figures for the following fiscal corresponding period in the preceding year; . Together with each delivery of financial statements required by clauses (a) and (b) above, the Borrower will deliver to the Banks (i) at the request of Agent or the Majority Lenderssuch schedules, independent actuarial reserve adequacy summary reports for the Insurance Company Subsidiaries, in such form and substance as is utilized by the applicable Insurance Company Subsidiary in the ordinary course of its business and which conforms to normal and customary industry practice, issued by the actuarial consultant utilized by the Insurance Company Subsidiaries, such consultant to be reasonably satisfactory to Agent and the Majority Lenders; (j) within thirty (30) days after the provision thereof, all significant reports by the National Association of Insurance Commissioners or any insurance regulatory authority or other Governmental Authority with respect to any Insurance Company Subsidiary’s insurance business, and (k) such other financial projections computations and other information (including without limitation significant filings under state insurance holding company acts) relating to the condition (financial or otherwise), operations or business of any Obligor as from time to time may be reasonably requested by Agent required to demonstrate that the Borrower is in compliance with its covenants in Section 9.1 or reflecting any noncompliance therewith as at the applicable date and (ii) an Officer's Certificate stating that there exists no Event of Default or Default, or, if any Lender through Agent). Each delivery such Event of a financial statement pursuant to this Section 7.2 shall constitute a restatement of Default or Default exists, stating the representations contained in the last two sentences of Section 6.2 with respect to nature thereof, the period of time from existence thereof and what action the date Borrower has taken or proposes to take with respect thereto. The Banks are authorized to deliver a copy of such most recently any financial statement delivered financial statementsto it to any regulatory body having jurisdiction over them, and to disclose same to any prospective assignees or participant Lenders.