Common use of Financial Statements and No Material Changes Clause in Contracts

Financial Statements and No Material Changes. Schedule 3.4(A) sets forth (a) the consolidated unaudited balance sheets of WWG and its subsidiaries as at December 31, 2008 and December 31, 2009 (the consolidated unaudited balance sheets of WWG and its subsidiaries as at December 31, 2009, hereinafter referred to as the "Balance Sheet") and the related consolidated unaudited statements of income for the calendar years then ended. Such financial statements have been prepared in accordance with GAAP throughout the periods indicated except as set forth on Schedule 3.4(B). Each balance sheet fairly presents the financial condition of the entity or entities included within such balance sheet, at the respective date thereof, and reflects all claims against and all debts and liabilities of such entities, fixed or contingent, as at the respective date thereof, required to be shown thereon under GAAP and the related statements of income present the results of operations for the respective period indicated. Except for the transactions consummated pursuant to the Formation and the NT Conveyance Document, since December 31, 2009 (the "Balance Sheet Date"), there has been no material adverse change in the assets or liabilities, or in the business or condition, financial or otherwise, or in the results of operations of WWG or the Company.

Financial Statements and No Material Changes. (a) Schedule 3.4(A3.2.6(a)(i) sets forth (ai) the consolidated unaudited balance sheets of WWG and its subsidiaries the Kenna Business as at December 31, 2008 and December 31, 2009 and the related unaudited statements of operations for the fiscal years then ended, and (ii) the consolidated unaudited balance sheets of WWG and its subsidiaries the Kenna Business as at December October 31, 2009, hereinafter referred to as 2010 (the "Balance Sheet") and the related consolidated unaudited statements of income operations for the calendar years ten months then ended. Such financial statements have been prepared in accordance with GAAP throughout the periods indicated except as set forth on Schedule 3.4(B3.2.6(a)(ii). Each balance sheet fairly presents the financial condition of the entity or entities included within such balance sheet, at the respective date thereof, and reflects all claims against and all debts and liabilities of such entities, fixed or contingent, as at the respective date thereof, required to be shown thereon under GAAP and the related statements of income operations fairly present the results of operations for the respective period indicated. Except for the transactions consummated pursuant to the Formation and the NT Conveyance DocumentDocuments, since December October 31, 2009 2010 (the "Balance Sheet Date"), there has been no material adverse change in the assets or liabilities, or in the business or condition, financial or otherwise, or in the results of operations or prospects of WWG or Cap C LP and the CompanyKenna Business.

Financial Statements and No Material Changes. Schedule 3.4(A) sets forth (a) the consolidated unaudited balance sheets of WWG and its subsidiaries IMS Holdco as at December 31, 2008 and December 31, 2009 and the related unaudited statements of operations for the fiscal years then ended, and (b) the consolidated unaudited balance sheets of WWG and its subsidiaries IMS Holdco as at December March 31, 2009, hereinafter referred to as 2010 (the "Balance Sheet") and the related consolidated unaudited statements of income operations for the calendar years three months then ended. Such financial statements have been prepared in accordance with GAAP throughout the periods indicated except as set forth on Schedule 3.4(B). Each balance sheet fairly presents the financial condition of the entity or entities included within such balance sheet, at the respective date thereof, and reflects all claims against and all debts and liabilities of such entities, fixed or contingent, as at the respective date thereof, required to be shown thereon under GAAP and the related statements of income operations fairly present the results of operations for the respective period indicated. Except for the transactions consummated pursuant to the Formation and the NT Conveyance Document, since December March 31, 2009 2010 (the "Balance Sheet Date"), there has been no material adverse change in the assets or liabilities, or in the business or condition, financial or otherwise, or in the results of operations or prospects of WWG IMS Holdco or the Company.

Financial Statements and No Material Changes. (a) Schedule 3.4(A3.2.6(a)(i) sets forth (ai) the consolidated unaudited balance sheets of WWG and its subsidiaries the Cap C Business as at December 31, 2008 and December 31, 2009 and the related unaudited statements of operations for the fiscal years then ended, and (ii) the consolidated unaudited balance sheets of WWG and its subsidiaries the Cap C Business as at December October 31, 2009, hereinafter referred to as 2010 (the "Balance Sheet") and the related consolidated unaudited statements of income operations for the calendar years ten months then ended. Such financial statements have been prepared in accordance with GAAP throughout the periods indicated except as set forth on Schedule 3.4(B3.2.6(a)(ii). Each balance sheet fairly presents the financial condition of the entity or entities included within such balance sheet, at the respective date thereof, and reflects all claims against and all debts and liabilities of such entities, fixed or contingent, as at the respective date thereof, required to be shown thereon under GAAP and the related statements of income operations fairly present the results of operations for the respective period indicated. Except for the transactions consummated pursuant to the Formation and the NT Conveyance DocumentDocuments, since December October 31, 2009 2010 (the "Balance Sheet Date"), there has been no material adverse change in the assets or liabilities, or in the business or condition, financial or otherwise, or in the results of operations or prospects of WWG or Cap C LP and the CompanyCap C Business.