Common use of Financial Statements and Inspection Clause in Contracts

Financial Statements and Inspection. (i) The Company shall deliver to each Buyer (unless any such Buyer has elected by written notice to the Company that it does not want to receive any or all of the following): (1) as soon as practicable following the end of each fiscal quarter (other than the fourth fiscal quarter of each fiscal year), but in no event later than fifteen (15) days after the end of such fiscal quarter, the Company’s consolidated unaudited balance sheet, income statement, a statement of stockholder’s equity and a statement of cash flows for such quarter, such quarter-end financial reports to be in reasonable detail, prepared in accordance with GAAP (except that such financial statements may (A) be subject to normal year-end audit adjustments and (B) not contain all notes thereto that may be required in accordance with GAAP); (2) as soon as practicable following the end of each fiscal year, but in no event later than ninety (90) days following the end of such fiscal year, the Company’s audited consolidated balance sheet, income statement, a statement of stockholder’s equity and a statement of cash flows for such year and, if applicable, the immediately preceding fiscal year, such year-end financial reports to be in reasonable detail, prepared in accordance with GAAP, and audited by independent public accountants of nationally recognized standing selected by the Company and reasonably acceptable to the Required Holders; (3) as soon as practicable, all material communications with stockholders or the financial community, including press releases, but in no event later than three (3) days after the date of each such communication; (4) as soon as practicable, (x) all material reports prepared for the Company by outside consultants, and (y) all reports prepared for the Company by outside legal counsel and auditors, but in no event later than three (3) days after receipt thereof by the Company, provided that the Company shall have no obligation to deliver to any Investor any report prepared by outside legal counsel to the extent such report is privileged communication and is subject to the attorney/client privilege, in the reasonable opinion of such legal counsel; (5) as soon as practicable (but in no event later than two (2) Business Days after any such communication), all material communications with and from United States federal or state or foreign regulatory agencies or other governmental or quasi-governmental authorities of any kind; (6) as soon as practicable, notice of any material events, including any pending or threatened litigation and/or events that is reasonably likely to materially delay the advancement of the business objectives of the Company or any of its Subsidiaries, but in no event later than five (5) Business Days after the occurrence thereof; and (7) notice of any Material Adverse Effect as soon as practicable after upon the occurrence thereof, but in no event later than five (5) Business Days thereafter. (ii) The Company shall notify the Buyers in writing of (i) any default under any of the Company’s agreements governing its Indebtedness and (ii) the receipt by the Company of any default notices in connection therewith, in each case promptly and in no event later than five (5) Business Days after the occurrence of any such default or the receipt of any such default notice. (iii) The Company shall permit each Buyer to visit and inspect the Company’s properties, to examine its books of account, records, contracts and agreements and to discuss the Company’s affairs, finances and accounts with its Chief Executive Officer or Chief Financial Officer, all at such times as may be reasonably requested by the Investor. (iv) The covenants set forth in this Section 4(t) shall terminate as to Buyers and be of no further force or effect upon the earlier of the Public Company Date and the time when no Notes are outstanding.

Financial Statements and Inspection. (m) . (i) The Company shall deliver to each Buyer (unless any such Buyer has elected by written notice to the Company that it does not want to receive any or all of the following): (1) as soon as practicable following the end of each fiscal quarter (other than the fourth fiscal quarter of each fiscal year), but in no event later than fifteen forty-five (1545) days after the end of such fiscal quarter, the Company’s consolidated unaudited balance sheet, income statement, a statement of stockholder’s equity and a statement of cash flows for such quarter, such quarter-end financial reports to be in reasonable detail, prepared in accordance with GAAP (except that such financial statements may (A) be subject to normal year-end audit adjustments and (B) not contain all notes thereto that may be required in accordance with GAAP); (2) as soon as practicable following the end of each fiscal year, but in no event later than ninety (90) days following the end of such fiscal year, the Company’s audited consolidated balance sheet, income statement, a statement of stockholder’s equity and a statement of cash flows for such year and, if applicable, the immediately preceding fiscal year, such year-end financial reports to be in reasonable detail, prepared in accordance with GAAP, and audited by independent public accountants of nationally recognized registered and in good standing with the Public Company Accounting Oversight Board and selected by the Company and reasonably acceptable to the Required Holders; (3) as soon as practicable, all material communications with stockholders or the financial community, including press releases, but in no event later than three (3) days after the date of each such communicationcommunication unless such communications are available via XXXXX; (4) as soon as practicable, (x) all material reports prepared for the Company by outside consultants, and (y) all reports prepared for the Company by outside legal counsel and auditors, but in no event later than three (3) days after receipt thereof by the Company, provided that the Company shall have no obligation to deliver to any Investor any report prepared by outside legal counsel to the extent such report is privileged communication and is subject to the attorney/client privilege, in the reasonable opinion of such legal counsel; (5) as soon as practicable (but in no event later than two (2) Business Days after any such communication), all material communications with and from United States federal or state or foreign regulatory agencies or other governmental or quasi-governmental authorities of any kind; (6) as soon as practicable, notice of any material events, including any pending or threatened litigation and/or events that is reasonably likely to materially delay the advancement of the business objectives of the Company or any of its Subsidiaries, but in no event later than five (5) Business Days after the occurrence thereof; and (7) notice of any Material Adverse Effect as soon as practicable after upon the occurrence thereof, but in no event later than five (5) Business Days thereafter. (ii) The Company shall notify the Buyers in writing of (i) any default under any of the Company’s agreements governing its Indebtedness and (ii) the receipt by the Company of any default notices in connection therewith, in each case promptly and in no event later than five (5) Business Days after the occurrence of any such default or the receipt of any such default notice. (iii) The Company shall permit each Buyer to visit and inspect the Company’s properties, to examine its books of account, records, contracts and agreements and to discuss the Company’s affairs, finances and accounts with its Chief Executive Officer or Chief Financial Officer, all at such times as may be reasonably requested by the Investor. (iv) The covenants set forth in this Section 4(t4(v) shall terminate as to Buyers and be of no further force or effect upon the earlier of the Public Company Date and the time when no Notes are outstanding.

Financial Statements and Inspection. (i) The Company shall deliver to each Buyer (unless any such Buyer has elected by written notice to the Company that it does not want to receive any or all of the following): (1) as soon as practicable following the end of each fiscal quarter (other than the fourth fiscal quarter of each fiscal year), but in no event later than fifteen (15) days after the end of such fiscal quarter, the Company’s consolidated unaudited balance sheet, income statement, a statement of stockholder’s equity and a statement of cash flows for such quarter, such quarter-end financial reports to be in reasonable detail, prepared in accordance with GAAP (except that such financial statements may (A) be subject to normal year-end audit adjustments and (B) not contain all notes thereto that may be required in accordance with GAAP); (2) as soon as practicable following the end of each fiscal year, but in no event later than ninety (90) days following the end of such fiscal year, the Company’s audited consolidated balance sheet, income statement, a statement of stockholder’s equity and a statement of cash flows for such year and, if applicable, the immediately preceding fiscal year, such year-end financial reports to be in reasonable detail, prepared in accordance with GAAP, and audited by independent public accountants of nationally recognized standing selected by the Company and reasonably acceptable to the Required Holders; (3) as soon as practicable, all material communications with stockholders or the financial community, including press releases, but in no event later than three two (32) days after the date of each such communication; (4) as soon as practicable, (x) all material reports prepared for the Company by outside consultants, and (y) all reports prepared for the Company by outside legal counsel and auditors, but in no event later than three two (32) days after receipt thereof by the Company, provided that the Company shall have no obligation to deliver to any Investor any report prepared by outside legal counsel to the extent such report is privileged communication and is subject to the attorney/client privilege, in the reasonable opinion of such legal counsel; (5) as soon as practicable (but in no event later than two (2) Business Days after any such communication), all material communications with and from United States federal or state or foreign regulatory agencies or other governmental or quasi-governmental authorities of any kind; (6) as soon as practicable, notice of any material events, including any pending or threatened litigation and/or events that is reasonably likely to materially delay the advancement of the business objectives of the Company or any of its Subsidiaries, but in no event later than five (5) Business Days after the occurrence thereof; and (7) notice of any Material Adverse Effect as soon as practicable after upon the occurrence thereof, but in no event later than five (5) Business Days thereafter. (ii) The Company shall notify the Buyers in writing of (i) any default under any of the Company’s agreements governing its Indebtedness and (ii) the receipt by the Company of any default notices in connection therewith, in each case promptly and in no event later than five (5) Business Days after the occurrence of any such default or the receipt of any such default notice. (iii) The Company shall permit each Buyer to visit and inspect the Company’s properties, to examine its books of account, records, contracts and agreements and to discuss the Company’s affairs, finances and accounts with its Chief Executive Officer or Chief Financial Officer, all at such times as may be reasonably requested by the Investor. (iv) The covenants set forth in this Section 4(t) shall terminate as to Buyers and be of no further force or effect upon the earlier of the Public Company Date and the time when no Notes are outstanding.

Financial Statements and Inspection. (i) The Company Parent shall deliver to each Buyer (unless any such Buyer has elected by written notice to the Company Parent that it does not want to receive any or all of the following): (1) as soon as practicable following the end of each fiscal quarter (other than the fourth fiscal quarter of each fiscal year), but in no event later than fifteen (15) days after the end of such fiscal quarter, the CompanyParent’s consolidated unaudited balance sheet, income statement, a statement of stockholder’s equity and a statement of cash flows for such quarter, such quarter-end financial reports to be in reasonable detail, prepared in accordance with GAAP IFRS (except that such financial statements may (A) be subject to normal year-end audit adjustments and (B) not contain all notes thereto that may be required in accordance with GAAPIFRS); (2) as soon as practicable following the end of each fiscal year, but in no event later than ninety (90) days following the end of such fiscal year, the CompanyParent’s audited consolidated balance sheet, income statement, a statement of stockholder’s equity and a statement of cash flows for such year and, if applicable, the immediately preceding fiscal year, such year-end financial reports to be in reasonable detail, prepared in accordance with GAAPIFRS, and audited by independent public accountants of nationally recognized standing selected by the Company Parent and reasonably acceptable to the Required Holders; (3) as soon as practicable, all material communications with stockholders or the financial community, including press releases, but in no event later than three (3) days after the date of each such communication; (4) as soon as practicable, (x) all material reports prepared for the Company Parent by outside consultants, and (y) all reports prepared for the Company Parent by outside legal counsel and auditors, but in no event later than three (3) days after receipt thereof by the CompanyParent, provided that the Company Parent shall have no obligation to deliver to any Investor any report prepared by outside legal counsel to the extent such report is privileged communication and is subject to the attorney/client privilege, in the reasonable opinion of such legal counsel; (5) as soon as practicable (but in no event later than two (2) Business Days after any such communication), all material communications with and from United States federal or state or foreign regulatory agencies or other governmental or quasi-governmental authorities of any kind; (6) as soon as practicable, notice of any material events, including any pending or threatened litigation and/or events that is reasonably likely to materially delay the advancement of the business objectives of the Company Parent or any of its Subsidiaries, but in no event later than five (5) Business Days after the occurrence thereof; and (7) notice of any Parent Material Adverse Effect as soon as practicable after upon the occurrence thereof, but in no event later than five (5) Business Days thereafter. (ii) The Company Parent shall notify the Buyers in writing of (i) any default under any of the CompanyParent’s agreements governing its Indebtedness and (ii) the receipt by the Company Parent of any default notices in connection therewith, in each case promptly and in no event later than five (5) Business Days after the occurrence of any such default or the receipt of any such default notice. (iii) The Company Parent shall permit each Buyer to visit and inspect the CompanyParent’s properties, to examine its books of account, records, contracts and agreements and to discuss the CompanyParent’s affairs, finances and accounts with its Chief Executive Officer or Chief Financial Officer, all at such times as may be reasonably requested by the Investor. (iv) The covenants set forth in this Section 4(t4(bb) shall terminate as to Buyers and be of no further force or effect upon the earlier of the Public Company Date and the time when no Notes are outstandingClosing Date.

Financial Statements and Inspection. (i) The Company shall deliver to each Buyer (unless any such Buyer has elected by written notice to the Company that that, with respect to items (1) and (2) it does not want to receive any or all of the following):, and, with respect to items (3) through (7) the Company shall deliver such material only if the Buyer expressly requests such material: (1) as soon as practicable following the end of each fiscal quarter (other than the fourth fiscal quarter of each fiscal year), but in no event later than fifteen sixty (1560) days after the end of such fiscal quarter, the Company’s consolidated unaudited balance sheet, income statementstatement of operations, a statement of stockholder’s shareholders’ equity and a statement of cash flows for such quarter, such quarter-end financial reports to be in reasonable detail, prepared in accordance with GAAP IFRS (except that such financial statements may (A) be subject to normal year-end audit adjustments and (B) not contain all notes thereto that may be required in accordance with GAAPIFRS as provided in Regulation S-X with respect to interim financing statements); (2) as soon as practicable following the end of each fiscal year, but in no event later than ninety four (904) days months following the end of such fiscal year, the Company’s audited consolidated balance sheet, income statement, a statement of stockholdershareholder’s equity and a statement of cash flows for such year and, if applicable, the immediately preceding fiscal year, such year-end financial reports to be in reasonable detail, prepared in accordance with GAAPIFRS, and audited by independent public accountants of nationally recognized standing selected by the Company and reasonably acceptable to the Required Holders; (3) as soon as practicable, all material communications with stockholders shareholders or the financial community, including press releases, but in no event later than three (3) days after the date of each such communication; (4) as soon as practicable, (x) all material reports prepared for the Company by outside consultants, and (y) all reports prepared for the Company by outside legal counsel and auditors, but in no event later than three (3) days after receipt thereof by the Company, provided that the Company shall have no obligation to deliver to any Investor any report prepared by outside legal counsel to the extent such report is privileged communication and is subject to the attorney/client privilege, in the reasonable opinion of such legal counsel; (5) as soon as practicable (but in no event later than two (2) Business Days after any such communication), all material communications with and from United States federal or state or foreign regulatory agencies or other governmental or quasi-governmental authorities of any kind; (6) as soon as practicable, notice of any material events, including any pending or threatened litigation and/or events that is reasonably likely to materially delay the advancement of the business objectives of the Company or any of its Subsidiaries, but in no event later than five (5) Business Days after the occurrence thereof; and (7) notice of any Material Adverse Effect as soon as practicable after upon the occurrence thereof, but in no event later than five (5) Business Days thereafter. (ii) The Company shall notify the Buyers in writing of (i) any default under any of the Company’s agreements governing its Indebtedness and (ii) the receipt by the Company of any default notices in connection therewith, in each case promptly and in no event later than five (5) Business Days after the occurrence of any such default or the receipt of any such default notice. (iii) The Company shall permit each Buyer to visit and inspect the Company’s properties, to examine its books of account, records, contracts and agreements and to discuss the Company’s affairs, finances and accounts with its Chief Executive Officer or Chief Financial Officer, all at such times during normal business hours as may be reasonably requested by the Investor. (iv) The covenants set forth in this Section 4(t4(dd) shall terminate as to Buyers and be of no further force or effect upon the earlier of Closing Date. (v) Nothing in this Section 4(dd) shall be construed to require the Public Company Date and to deliver to any Buyer material non-confidential information unless the time when no Notes are outstandingBuyer consents to receiving such information.

Financial Statements and Inspection. (ia) The Company Pror to the Closing Date, the Target shall deliver to each Buyer (unless any such Buyer has elected by Purchaser upon written notice to the Company that it does not want to receive Target any or all of the following):: (1i) as soon as practicable following the end of each fiscal quarter (other than the fourth fiscal quarter of each fiscal year), but in no event later than fifteen (15) days after the end of such fiscal quarter, the CompanyTarget’s consolidated unaudited balance sheet, income statement, a statement of stockholdershareholder’s equity and a statement of cash flows for such quarter, such quarter-end financial reports to be in reasonable detail, prepared in accordance with GAAP (except that such financial statements may (A) be subject to normal year-end audit adjustments and (B) not contain all notes thereto that may be required in accordance with GAAP); (2ii) as soon as practicable following the end of each fiscal year, but in no event later than ninety (90) days following the end of such fiscal year, the CompanyTarget’s audited consolidated balance sheet, income statement, a statement of stockholdershareholder’s equity and a statement of cash flows for such year and, if applicable, the immediately preceding fiscal year, such year-end financial reports to be in reasonable detail, prepared in accordance with GAAP, and audited by independent public accountants of nationally recognized standing selected by the Company Target and reasonably acceptable to the Required HoldersPurchasers; (3iii) as soon as practicable, all material communications with stockholders shareholders or the financial community, including press releases, but in no event later than three (3) days after the date of each such communication; (4iv) as soon as practicable, (x) all material reports prepared for the Company Target by outside consultants, and (y) all reports prepared for the Company Target by outside legal counsel and auditors, but in no event later than three (3) days after receipt thereof by the CompanyTarget, provided that the Company Target shall have no obligation to deliver to any Investor any report prepared by outside legal counsel to the extent such report is privileged communication and is subject to the attorney/client privilege, in the reasonable opinion of such legal counsel; (5v) as soon as practicable (but in no event later than two (2) Business Days after any such communication), all material communications with and from United States federal or state or foreign regulatory agencies or other governmental or quasi-governmental authorities of any kindkind unless such delivery is precluded by applicable law, regulation, order, agreement or otherwise; (6vi) as soon as practicable, notice of any material events, including any pending or threatened litigation and/or events that is reasonably likely to materially delay the advancement of the business objectives of the Company Target or any of its Subsidiaries, but in no event later than five (5) Business Days after the occurrence thereof; and (7vii) notice of any Target or Target Subsidiary Material Adverse Effect on the Target or a Target Subsidiary as soon as practicable after upon the occurrence thereof, but in no event later than five (5) Business Days thereafter. (iib) The Company Prior to the Closing, the Target shall notify the Buyers Purchasers in writing of (i) any default under any of the CompanyTarget’s agreements governing its Indebtedness indebtedness and (ii) the receipt by the Company Target of any default notices in connection therewith, in each case promptly and in no event later than five (5) Business Days after the occurrence of any such default or the receipt of any such default notice. (iiic) The Company Prior to the Closing, the Target shall permit each Buyer Purchaser to visit and inspect the CompanyTarget’s properties, to examine its books of account, records, contracts and agreements and to discuss the CompanyTarget’s affairs, finances and accounts with its Chief Executive Officer or Chief Financial Officer, all at such times as may be reasonably requested by the Investor. (iv) The . Notwithstanding anything herein to the contrary, the covenants set forth in this Section 4(t) 4.18 shall terminate as to Buyers Purchasers and be of no further force or effect upon the earlier of the Public Company Date and the time when no Notes are outstandingClosing Date.

Financial Statements and Inspection. (i) The Company shall deliver to each Buyer (unless any such Buyer has elected by written notice to the Company that it does not want to receive any or all of the following): (1) as soon as practicable following the end of each fiscal quarter (other than the fourth fiscal quarter of each fiscal year), but in no event later than fifteen (15) days after the end of such fiscal quarter, the Company’s 's consolidated unaudited balance sheet, income statement, a statement of stockholder’s 's equity and a statement of cash flows for such quarter, such quarter-end financial reports to be in reasonable detail, prepared in accordance with GAAP (except that such financial statements may (A) be subject to normal year-end audit adjustments and (B) not contain all notes thereto that may be required in accordance with GAAP); (2) as soon as practicable following the end of each fiscal year, but in no event later than ninety (90) days following the end of such fiscal year, the Company’s 's audited consolidated balance sheet, income statement, a statement of stockholder’s 's equity and a statement of cash flows for such year and, if applicable, the immediately preceding fiscal year, such year-end financial reports to be in reasonable detail, prepared in accordance with GAAP, and audited by independent public accountants of nationally recognized standing selected by the Company and reasonably acceptable to the Required Holders; (3) as soon as practicable, all material communications with stockholders or the financial community, including press releases, but in no event later than three (3) days after the date of each such communication; (4) as soon as practicable, (x) all material reports prepared for the Company by outside consultants, and (y) all reports prepared for the Company by outside legal counsel and auditors, but in no event later than three (3) days after receipt thereof by the Company, provided that the Company shall have no obligation to deliver to any Investor any report prepared by outside legal counsel to the extent such report is privileged communication and is subject to the attorney/client privilege, in the reasonable opinion of such legal counsel; (5) as soon as practicable (but in no event later than two (2) Business Days after any such communication), all material communications with and from United States federal or state or foreign regulatory agencies or other governmental or quasi-governmental authorities of any kind; (6) as soon as practicable, notice of any material events, including any pending or threatened litigation and/or events that is reasonably likely to materially delay the advancement of the business objectives of the Company or any of its Subsidiaries, but in no event later than five (5) Business Days after the occurrence thereof; and (7) notice of any Material Adverse Effect as soon as practicable after upon the occurrence thereof, but in no event later than five (5) Business Days thereafter. (ii) The Company shall notify the Buyers in writing of (i) any default under any of the Company’s 's agreements governing its Indebtedness and (ii) the receipt by the Company of any default notices in connection therewith, in each case promptly and in no event later than five (5) Business Days after the occurrence of any such default or the receipt of any such default notice. (iii) The Company shall permit each Buyer to visit and inspect the Company’s 's properties, to examine its books of account, records, contracts and agreements and to discuss the Company’s 's affairs, finances and accounts with its Chief Executive Officer or Chief Financial Officer, all at such times as may be reasonably requested by the Investor. (iv) The covenants set forth in this Section 4(t4(q) shall terminate as to Buyers and be of no further force or effect upon the earlier of the Public Company Date and the time when no Notes are outstanding.