Common use of Financial Statements and Other Financial Information Clause in Contracts

Financial Statements and Other Financial Information. The financial statements and financial statement schedules and the related notes thereto included or incorporated by reference in each of the Registration Statement, the Time of Sale Information and the Prospectus present fairly the consolidated financial position of the Company and its subsidiaries, as of the dates indicated and the results of their operations and the changes in their cash flows for the periods specified; such financial statements have been prepared in conformity with United States generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods covered thereby; and the other financial information included or incorporated by reference in each of the Registration Statement, the Time of Sale Information and the Prospectus has been derived from the accounting records of the Company and its subsidiaries and presents fairly, on the basis stated in the Registration Statement, the Time of Sale Information and the Prospectus, the information shown thereby. All disclosures included or incorporated by reference in each of the Registration Statement, the Time of Sale Information and the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply with Regulation G under the Exchange Act and Item 10 of Regulation S-K under the Securities Act, to the extent applicable. All financial information and other disclosures required by Rule 3-10 and Rule 13-01 of Regulation S-X of the Commission (“Regulation S-X”) have been included or incorporated by reference in the Registration Statement, the Time of Sale Information and the Prospectus and any such financial information or other disclosures are in conformity with the requirements of Rule 3-10 and Rule 13-01 of Regulation S-X; and no other financial information or supporting schedules are required to be included in the Registration Statement, the Time of Sale Information and the Prospectus under the Securities Act. The interactive data in eXtensible Business Reporting Language included or incorporated by reference in the Registration Statement, the Time of Sale Information and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements and Other Financial Information. The financial statements and financial statement schedules (a) Limbex has delivered to Quarterdeck complete copies of its unaudited balance sheet as of June 30, 1996 and the related notes thereto included or incorporated by reference in each unaudited statements of income (loss) and retained earnings (deficit) for the Registration Statementperiods then ended (collectively, the Time of Sale Information and the Prospectus "Limbex Financials"). The Limbex Financials present fairly the consolidated (but not in accordance with GAAP) its financial position of the Company and its subsidiaries, as of the dates indicated such date and the results of their its operations and the changes in their cash flows for the periods specified; such period then ended. Certain financial statements transactions and liabilities reflected in the Limbex Financials, including royalty advances paid to Quarterdeck by Limbex and payments from Limbex to Inference, although fairly presented, may not be presented in accordance with GAAP. (b) There is no outstanding claim, liability or obligation of any nature, whether absolute, accrued, contingent or otherwise, known to Limbex, Xxxxxxxx or Xxxxx, other than the liabilities and obligations reflected on the Limbex Financials, except for (i) liabilities and obligations incurred in the ordinary course of business since the date of the Limbex Financials and (ii) obligations under contracts and commitments incurred in the ordinary course of business and not required to be reflected in the Limbex Financials in order fairly to present its financial position. (c) All of the accounts receivable reflected on the Limbex Financials (other than accounts receivable from Quarterdeck) and all accounts receivable incurred since that date are or have been prepared in conformity with United States generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods covered thereby; and the other financial information included or incorporated by reference in each of the Registration Statement, the Time of Sale Information and the Prospectus has been derived from the accounting records of the Company and its subsidiaries and presents fairly, on the basis stated fully collectible in the Registration Statementnormal course of business and there are no known or asserted claims or other rights of set-off against any thereof, the Time of Sale Information and the Prospectus, the information shown thereby. All disclosures included or incorporated by reference in each of the Registration Statement, the Time of Sale Information and the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply with Regulation G under the Exchange Act and Item 10 of Regulation S-K under the Securities Act, except to the extent applicable. of any reserves set forth therefore on the Limbex Financials. (d) All financial information and other disclosures required by Rule 3-10 and Rule 13-01 of Regulation S-X of the Commission (“Regulation S-X”) have been included or incorporated by reference accounts payable reflected on the Limbex Financials and all accounts payable incurred since that date arose in the Registration Statementordinary course of business, the Time of Sale Information and the Prospectus and any there is no such financial information or other disclosures are account payable delinquent in conformity with the requirements of Rule 3-10 and Rule 13-01 of Regulation S-X; and no other financial information or supporting schedules are required to be included in the Registration Statement, the Time of Sale Information and the Prospectus under the Securities Act. The interactive data in eXtensible Business Reporting Language included or incorporated by reference in the Registration Statement, the Time of Sale Information and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable theretoits payment.