Common use of Financial Statements and Records Clause in Contracts

Financial Statements and Records. (a) Schedule 5.6(a) sets forth true, correct and complete copies of the Financial Statements. Each statement of financial position and statement of profit and loss included in the Financial Statements presents fairly in all material respects the consolidated financial position and results of operations of the Digital Bridge Entities as of the date thereof. The Financial Statements have been prepared and presented in accordance with the GAAP consistently applied during the periods involved (except as noted therein and for the absence of footnotes and year-end adjustments normal in nature and amount). (b) Colony Capital maintains internal controls over financial reporting (including with respect to the Digital Colony Companies and the Digital Colony Funds) to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements, including policies and procedures that (i) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of its assets, (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with applicable Law, GAAP, Fund Documentation, Client Contracts and that receipts and expenditures of the Digital Colony Companies are being made only in accordance with appropriate authorizations, and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized transactions, payments or receipts (including intercompany payments or receipts) involving the Digital Colony Funds and the acquisition, use or disposition of the assets of the Digital Colony Companies and (iv) relate to identification of transactions with Colony Capital and its Subsidiaries. (c) The books and records of the Digital Colony Companies and each Digital Colony Fund have been accurately maintained in all material respects, in compliance with LA_LAN01:362972.20 all applicable Laws, GAAP, Fund Documentation and Client Contracts and there are no material inaccuracies or discrepancies of any kind contained or reflected therein. (d) Except as set forth on Schedule 5.6(d) or Schedule 5.13, the Financial Statements do not include any transactions of the type described in Section 5.13, including any charges from the Colony Capital Group to the Digital Colony Companies or the Digital Colony Funds and any other charges by the Digital Colony Companies and the Colony Capital Group that are not expressly permitted by the Fund Documentation. (e) Except as set forth in Schedule 5.6(e), no Digital Colony Company has engaged in any “off balance sheet” or similar financing the purpose of which is to defer, postpone, reduce or otherwise avoid or adjust the recording of debt, expenses or other liabilities that are otherwise required to be reflected or reserved against on an audited balance sheet prepared in accordance with GAAP.

Financial Statements and Records. (a) Schedule 5.6(a) sets forth The Companies have provided Acquiror with true, complete and correct and complete copies of the Company Financial Statements. Each statement of The Company Financial Statements present fairly, in all material respects, the combined financial position of the Companies and statement results of profit operations of the Companies and loss their Subsidiaries as of the dates and for the periods indicated therein, and the other combined and consolidated financial statements included in the such Company Financial Statements presents present fairly in all material respects the combined and consolidated financial position and results of the operations and comprehensive income, changes in equity and cash flows of the Digital Bridge Entities Companies as of the date thereofdates and for the periods indicated therein. The Except as set forth on Schedule 4.6(a), the Company Financial Statements have been prepared based upon the Companies’ books and records and presented in accordance with the GAAP consistently applied during the periods involved (except as noted therein and and, in the case of the 2022 Financial Statements, for the absence of footnotes and year-end adjustments normal which, if presented, would not materially differ from those presented in nature and amountthe Audited Financial Statements, none of which are material individually or in the aggregate). (b) Colony Capital Each of the Company Group Entities maintains internal controls over financial reporting (including with respect to the Digital Colony Companies and the Digital Colony Funds) to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements, including policies and procedures applicable to each Company Group Entity that (i) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of its assets, the assets of the Company Group Entities and (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with applicable Law, GAAP, Fund Documentation, Client Contracts and that receipts and expenditures of the Digital Colony Companies Company Group Entities are being made only in accordance with appropriate authorizations, authorizations of management and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized transactions, payments or receipts (including intercompany payments or receipts) involving the Digital Colony Funds and the acquisition, use or disposition directors of the assets of the Digital Colony Companies and (iv) relate to identification of transactions with Colony Capital and its SubsidiariesCompany Group Entities. (c) The To the Knowledge of the Companies, the books and records of the Digital Colony Companies Company Group Entities and each Digital Colony Company Fund have been accurately maintained in all material respects, respects and in compliance in all material respects with LA_LAN01:362972.20 all applicable Laws, GAAP, Fund Documentation and Client Contracts and there are no material inaccuracies or discrepancies of any kind contained or reflected therein. (d) Except as set forth on Schedule 5.6(d4.6(c) or Schedule 5.13, in the Company Financial Statements do not include any transactions of the type described in Section 5.13, including any charges from the Colony Capital Group to the Digital Colony Companies or the Digital Colony Funds and any other charges by the Digital Colony Companies and the Colony Capital Group that are not expressly permitted by the Fund Documentation. (e) Except as set forth in Schedule 5.6(e)Statements, no Digital Colony Company Group Entity has engaged in any “off balance sheet” or similar financing the purpose of a type which is to defer, postpone, reduce or otherwise avoid or adjust the recording of debt, expenses or other liabilities that are otherwise would not be required to be shown or reflected or reserved against on an audited balance sheet prepared in accordance with GAAPthe Company Financial Statements.

Financial Statements and Records. (a) Section 4.6 of the Disclosure Schedule 5.6(a) sets forth true, correct contains a true and complete copies copy of the following financial statements of the Company: (i) the unaudited balance sheets of the Company and the related unaudited statements of income and of cash flows of the Company for the calendar year ending December 31 for each of 2011, 2012 and, 2013 and (ii) the unaudited balance sheet of the Company as of April 30, 2014 and the related statements of income and cash flows of the Company for the four (4)-month period then ended (the “Unaudited Interim Financial Statements”) (such unaudited statements, including the related notes and schedules thereto, are referred to herein as the “Financial Statements”). (b) Each of the Financial Statements. Each statement Statements is complete and correct in all material respects, has been prepared in accordance with GAAP consistently applied by the Company without modification of financial position and statement of profit and loss included the accounting principles used in the Financial Statements preparation thereof throughout the periods presented and presents fairly in all material respects the consolidated financial position and position, results of operations and cash flows of the Digital Bridge Entities Company as of at the date thereof. The Financial Statements have been prepared and presented in accordance with the GAAP consistently applied during the periods involved (except as noted therein dates and for the absence periods indicated therein. The Company has not incurred any further Liabilities other than in the Ordinary Course of footnotes and year-end adjustments normal Business, other than those Liabilities reflected in nature and amount)the Company’s balance sheet as of April 30, 2014, provided to Purchaser, including the projected incurred but not reported Liabilities as described in such balance sheet. (bc) Colony Capital maintains internal controls over financial reporting (including with respect to the Digital Colony Companies The Company makes and the Digital Colony Funds) to provide reasonable assurance regarding the reliability of financial reporting keeps books, records and the preparation of financial statementsaccounts which, including policies and procedures that (i) pertain to the maintenance of records that in reasonable detail detail, accurately and fairly reflect the transactions and dispositions of its assets, . The Company maintains systems of internal accounting controls sufficient to provide reasonable assurances that: (i) transactions are executed in accordance with management’s general or specific authorization; (ii) provide reasonable assurance that transactions are recorded as necessary to permit the preparation of financial statements in accordance conformity with applicable Law, GAAP, Fund Documentation, Client Contracts GAAP and that receipts and expenditures of the Digital Colony Companies are being made to maintain accountability for assets; (iii) access to assets is permitted only in accordance with appropriate authorizations, and (iii) provide reasonable assurance regarding prevention management’s general or timely detection of unauthorized transactions, payments or receipts (including intercompany payments or receipts) involving the Digital Colony Funds and the acquisition, use or disposition of the assets of the Digital Colony Companies specific authorization; and (iv) relate the recorded accountability for assets is compared with the actual levels at reasonable intervals and appropriate action is taken with respect to identification of transactions with Colony Capital and its Subsidiaries. (c) The books and records of the Digital Colony Companies and each Digital Colony Fund have been accurately maintained in all material respects, in compliance with LA_LAN01:362972.20 all applicable Laws, GAAP, Fund Documentation and Client Contracts and there are no material inaccuracies or discrepancies of any kind contained or reflected thereindifferences. (d) Except as set forth on Schedule 5.6(d) or Schedule 5.13, the Financial Statements do not include any transactions of the type described in Section 5.13, including any charges from the Colony Capital Group to the Digital Colony Companies or the Digital Colony Funds and any other charges by the Digital Colony Companies and the Colony Capital Group that are not expressly permitted by the Fund Documentation[Intentionally omitted.] (e) Except as set forth The minute book of the Company contains complete and correct records of all meetings held, and actions taken by written consent, of the holders of voting securities, the board of directors or Persons exercising similar authority, and committees of the board of directors or such Persons of the Company, and no meeting of any such holders, board of directors, Persons, or committee has been held, and no other action has been taken, for which minutes or other evidence of action have not been prepared and are not contained in Schedule 5.6(e), no Digital Colony such minute books. The Company has engaged at all times maintained complete and correct records of all issuances and transfers of its shares. At the Closing, all such minute books and records will be in any “off balance sheet” or similar financing the purpose possession of which is to defer, postpone, reduce or otherwise avoid or adjust the recording of debt, expenses or other liabilities that are otherwise required to be reflected or reserved against on an audited balance sheet prepared in accordance with GAAPCompany and located at its principal office.