Common use of Financial Statements and Related Information Clause in Contracts

Financial Statements and Related Information. Party B will furnish to Party A (with one hard copy and, if reasonably available, a copy in electronic format), in respect of itself, MX Holdings and MX Energy (each a “Reporting Company”) (on a consolidated basis): (A) (1) with respect to MX Holdings, audited annual financial statements within 90 days after the end of each fiscal year and setting forth, in comparative form, the corresponding figures for the preceding fiscal year, accompanied by (x) an opinion thereon of the Auditor (without a “going concern” or like qualification or exception as to the scope of such audit) and (y) a certificate of a Responsible Officer of such Reporting Company, in each case, to the effect that said financial statements present fairly in all material respects the financial position and results of operations as at the end of, and for, such fiscal year in accordance with GAAP, and (2) with respect to itself and MX Energy, unaudited annual financial statements in a form and format agreed to by the parties, but in any event including gross revenues, gross profits, margin contributions (including allocation of sales and marketing expense) and a balance sheet presented in a manner consistent with prior practice, within 90 days after the end of each fiscal year and setting forth, in comparative form, the corresponding figures for the preceding fiscal year, accompanied by a certificate of a Responsible Officer of such Reporting Company to the effect that said financial statements present fairly in all material respects the financial position and results of operations as at the end of, and for, such fiscal year; (1) with respect to MX Holdings, unaudited quarterly financial statements within 45 days after the end of each of the first three fiscal quarters and within 60 days after the end of the fourth fiscal quarter, for such period and for the period from the beginning of the respective fiscal year to the end of such period, and the related balance sheet as at the end of such period, setting forth in each case, in comparative form, the corresponding figures for the corresponding period of (or in the case of the balance sheet, as of the end of) the preceding fiscal year, accompanied by a certificate of a Responsible Officer of such Reporting Company, which certificate shall state that said financial statements present fairly in all material respects the financial position and results of operations of such Reporting Company in accordance with GAAP, as at the end of, and for, such period (subject to normal year-end audit adjustments), said quarterly financial statements for the fourth fiscal quarter to be accompanied by the unaudited annual financial statements for the fiscal year without the notes thereto, and (2) with respect to itself and MX Energy, unaudited quarterly financial statements in a form and format agreed to by the parties, but in any event including gross revenues, gross profits, margin contributions (including allocation of sales and marketing expense), within 45 days after the end of each of the first three fiscal quarters and within 60 days after the end of the fourth fiscal quarter, for such period and for the period from the beginning of the respective fiscal year to the end of such period, and the related balance sheet as at the end of such period presented in a manner consistent with prior practice, setting forth in each case, in comparative form, the corresponding figures for the corresponding period of (or in the case of the balance sheet, as of the end of) the preceding fiscal year, accompanied by a certificate of a Responsible Officer of such Reporting Company, which certificate shall state that said financial statements present fairly in all material respects the financial position and results of operations of such Reporting Company, as at the end of, and for, such period (subject to normal year-end audit adjustments); (C) concurrently with any delivery of financial statements under clause (A) or (B) of this Part 12(a)(vi), a certificate of a Responsible Officer of each Reporting Company (1) certifying as to whether a Default or Potential Termination Event has occurred and, if a Default or Potential Termination Event has occurred, specifying the details thereof and any action taken or proposed to be taken with respect thereto, (2) setting forth in reasonable detail the calculation of Adjusted Consolidated Tangible Net Worth as of the end of the immediately preceding fiscal quarter and (3) stating whether any change in GAAP or in the application thereof has occurred since the date of the audited financial statements of such Reporting Company for the immediately prior fiscal year and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (D) concurrently with the delivery of the financial statements under clause (A) of this Part 12(a)(vi), a discussion and analysis by the management of Party B of the business and operations through the end of the fiscal year covered by such financial statements, including a discussion and analysis with respect to (1) compliance with Environmental Law, (2) a statement of all transactions in such period between Party B and any of its Interested Persons or stockholders (other than transactions between Party B or any of its Subsidiaries), including a certification by a Responsible Officer of Party B that such transactions were on ordinary commercial terms negotiated on an arm’s length basis and that each such transaction was at least as favorable to such Party B as the terms available from independent third parties, and (3) a comparison of the results of operations of Party B for the relevant period to the operating Budget for the same period, together with an explanation of any material variation therefrom; and (E) as soon as available and in any event within forty (40) days after the end of each month (including the last month of Party B’s fiscal year), Party B will deliver the consolidated balance sheet of Party B, as at the end of such month, and the related consolidated statements of income, stockholders’ equity and cash flow for such month and for the period from the beginning of the then current fiscal year of Party B to the end of such month.

Financial Statements and Related Information. Party B will For so long as an Investor holds at least 20% of or more of the Company’s issued and outstanding capital stock (calculated on an as converted to ordinary shares basis), Zhaopin shall furnish or cause to Party A be furnished to such Investor: (with one hard copy and, if reasonably i) as soon as available, a copy but in electronic format), in respect of itself, MX Holdings and MX Energy (each a “Reporting Company”) (on a consolidated basis): (A) (1) with respect to MX Holdings, audited annual financial statements within any event no later than 90 days after the end of each fiscal year and setting forthyear, in comparative form, the corresponding figures a consolidated balance sheet for the preceding fiscal year, accompanied by (x) an opinion thereon of the Auditor (without a “going concern” or like qualification or exception as to the scope of such audit) and (y) a certificate of a Responsible Officer of such Reporting Company, in each case, to the effect that said financial statements present fairly in all material respects the financial position and results of operations Zhaopin Group as at the end ofof such fiscal year, and forthe related statements of income, shareholders’ equity and changes in cash flows for such fiscal year year, prepared in accordance with GAAPUS GAAP and setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail and (2) with respect to itself audited and MX Energy, unaudited annual financial statements in a form and format agreed to certified by the partiesCompany’s independent certified public accountant (the “Auditor”); (ii) each fiscal quarter, a consolidated balance sheet for the Zhaopin Group and the related statements of income, shareholders’ equity and changes in cash flows for such quarter and for the portion of the fiscal year then ended, as soon as available, but in any event including gross revenues, gross profits, margin contributions no later than 30 days after the end of such quarter prepared in accordance with US GAAP (including allocation except for the absence of sales and marketing expenseyear-end adjustments) and a balance sheet presented setting forth in a manner consistent with prior practiceeach case in comparative form the figures for the corresponding periods of the previous fiscal year, within 90 all in reasonable detail and certified, subject to changes resulting from year-end adjustments and notes, by the principal financial officer of Zhaopin; (iii) no later than 14 days after the end of each fiscal year and setting forthmonth, in comparative form, the corresponding figures management accounts for the preceding fiscal year, accompanied by a certificate of a Responsible Officer of such Reporting Company to the effect that said financial statements present fairly in all material respects the financial position and results of operations as at the end of, and for, such fiscal year; (1) with respect to MX Holdings, unaudited quarterly financial statements within 45 days after the end of each of the first three fiscal quarters and within 60 days after the end of the fourth fiscal quarter, for such period and for the period from the beginning of the respective fiscal year to the end of such period, and the related balance sheet as at the end of such period, setting forth in each case, in comparative form, the corresponding figures for the corresponding period of (or in the case of the balance sheet, as of the end of) the preceding fiscal year, accompanied by a certificate of a Responsible Officer of such Reporting Company, which certificate shall state that said financial statements present fairly in all material respects the financial position and results of operations of such Reporting Company in accordance with GAAP, as at the end of, and for, such period (subject to normal year-end audit adjustments), said quarterly financial statements for the fourth fiscal quarter to be accompanied by the unaudited annual financial statements for the fiscal year without the notes thereto, and (2) with respect to itself and MX Energy, unaudited quarterly financial statements in a form and format agreed to by the parties, but in any event including gross revenues, gross profits, margin contributions (including allocation of sales and marketing expense), within 45 days after the end of each of the first three fiscal quarters and within 60 days after the end of the fourth fiscal quarter, for such period and for the period from the beginning of the respective fiscal year to the end of such period, and the related balance sheet as at the end of such period presented in a manner consistent with prior practice, setting forth in each case, in comparative form, the corresponding figures for the corresponding period of (or in the case of the balance sheet, as of the end of) the preceding fiscal year, accompanied by a certificate of a Responsible Officer of such Reporting Company, which certificate shall state that said financial statements present fairly in all material respects the financial position and results of operations of such Reporting Company, as at the end of, and for, such period (subject to normal year-end audit adjustments); (C) concurrently with any delivery of financial statements under clause (A) or (B) of this Part 12(a)(vi), a certificate of a Responsible Officer of each Reporting Company (1) certifying as to whether a Default or Potential Termination Event has occurred and, if a Default or Potential Termination Event has occurred, specifying the details thereof and any action taken or proposed to be taken with respect thereto, (2) setting forth in reasonable detail the calculation of Adjusted Consolidated Tangible Net Worth as of the end of the immediately preceding fiscal quarter and (3) stating whether any change in GAAP or in the application thereof has occurred since the date of the audited financial statements of such Reporting Company for the immediately prior fiscal year and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (D) concurrently with the delivery of the financial statements under clause (A) of this Part 12(a)(vi), a discussion and analysis by the management of Party B of the business and operations through the end of the fiscal year covered by such financial statements, including a discussion and analysis with respect to (1) compliance with Environmental Law, (2) a statement of all transactions in such period between Party B and any of its Interested Persons or stockholders (other than transactions between Party B or any of its Subsidiaries), including a certification by a Responsible Officer of Party B that such transactions were on ordinary commercial terms negotiated on an arm’s length basis and that each such transaction was at least as favorable to such Party B as the terms available from independent third parties, and (3) a comparison of the results of operations of Party B for the relevant period to the operating Budget for the same period, together with an explanation of any material variation therefrommonth; and (Eiv) as soon as available and in any event within forty (40) no later than 30 days after prior to the end start of each month (including the last month of Party B’s fiscal year), Party B will deliver the consolidated balance sheet operating budget and fiscal projections for the Zhaopin Group for such fiscal year. The information rights set forth in this Section 2(a) shall terminate upon the earlier to occur of Party Bthe following (i) the consummation of an Initial Public Offering or (ii) such time as the Company shall be required to file reports with the Commission pursuant to Section 13 and 15 of the United States Securities Exchange Act of 1934, as at the end of such month, and the related consolidated statements of income, stockholders’ equity and cash flow for such month and for the period from the beginning of the then current fiscal year of Party B to the end of such monthamended.

Financial Statements and Related Information. Party B Each Obligor will furnish to Party A the Administrative Agent (with one hard copy and, if reasonably available, a copy in electronic format), in respect of itself, MX Holdings and MX Energy (each a “Reporting Company”) (on a consolidated basis): (Aa) annual financial statements (1) audited with respect to MX Holdings, audited all annual financial statements prepared after the Closing Date), within 90 days after the end of each fiscal year of such Obligor and setting forth, forth in each case in comparative formform (commencing with the fiscal year ending December 31, 2001), the corresponding figures for the preceding fiscal year, either (i) accompanied by (x) an opinion thereon of the Auditor (without a “"going concern” " or like qualification or exception as to the scope of such audit) and (y) a certificate of a Responsible Officer of such Reporting Company, in each case, to the effect that said financial statements present fairly in all material respects the financial position and results of operations of such Obligor as at the end of, and for, such fiscal year in accordance with GAAP, and GAAP consistently applied or (2ii) with respect for those statements not required to itself and MX Energy, unaudited annual financial statements in a form and format agreed to by the parties, but in any event including gross revenues, gross profits, margin contributions (including allocation of sales and marketing expense) and a balance sheet presented in a manner consistent with prior practice, within 90 days after the end of each fiscal year and setting forth, in comparative form, the corresponding figures for the preceding fiscal yearbe audited, accompanied by a certificate of a Responsible Financial Officer of such Reporting Company to the effect relevant Obligor, which certificate shall state that said financial statements present fairly in all material respects the financial position and results of operations of such Obligor, in accordance with generally accepted accounting principles, consistently applied, as at the end of, and for, such fiscal yearperiod; (1b) with respect to MX Holdings, unaudited quarterly financial statements within 45 days after the end of each of the first three fiscal quarters and within 60 days after the end of the fourth fiscal quartersuch Obligor, for such period and for the period from the beginning of the respective fiscal year to the end of such period, and the related balance sheet as at the end of such period, setting forth in each case, case in comparative formform (where available), the corresponding figures for the corresponding period of (or in the case of the balance sheet, as of the end of) the preceding fiscal year, accompanied by a certificate of a Responsible Financial Officer of such Reporting Companythe relevant Obligor, which certificate shall state that said financial statements present fairly in all material respects the financial position and results of operations of such Reporting Company Obligor, in accordance with GAAPgenerally accepted accounting principles, as at the end of, and for, such period (subject to normal year-end audit adjustments), said quarterly financial statements for the fourth fiscal quarter to be accompanied by the unaudited annual financial statements for the fiscal year without the notes thereto, and (2) with respect to itself and MX Energy, unaudited quarterly financial statements in a form and format agreed to by the parties, but in any event including gross revenues, gross profits, margin contributions (including allocation of sales and marketing expense), within 45 days after the end of each of the first three fiscal quarters and within 60 days after the end of the fourth fiscal quarter, for such period and for the period from the beginning of the respective fiscal year to the end of such period, and the related balance sheet as at the end of such period presented in a manner consistent with prior practice, setting forth in each case, in comparative form, the corresponding figures for the corresponding period of (or in the case of the balance sheet, as of the end of) the preceding fiscal year, accompanied by a certificate of a Responsible Officer of such Reporting Company, which certificate shall state that said financial statements present fairly in all material respects the financial position and results of operations of such Reporting Companyconsistently applied, as at the end of, and for, such period (subject to normal year-end audit adjustments); (Cc) concurrently with any delivery of financial statements under clause (Aa) or (Bb) of this Part 12(a)(vi)Section 7.1, a certificate of a Responsible Financial Officer of each Reporting Company such Obligor (1i) certifying as to whether a Default or Potential Termination Event has occurred and, if a Default or Potential Termination Event has occurred, specifying the details thereof and any action taken or proposed to be taken with respect thereto, (2) setting forth in reasonable detail the calculation of Adjusted Consolidated Tangible Net Worth as of the end of the immediately preceding fiscal quarter and (3ii) only in connection with financial statements delivered under clause (a) above, stating whether any change in GAAP or in the application thereof has occurred since the date of the audited financial statements of such Reporting Company for the immediately prior fiscal year referred to in Section 5.1(a)(vii) and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (Dd) concurrently with the delivery of the financial statements under clause (Aa) of this Part 12(a)(vi)Section 7.1, a discussion and analysis by the management of Party B the Project Company of the business and operations through the end of the fiscal year covered by such financial statements, including a discussion and analysis with respect to (1i) the progress of construction during such period on the Project , the Interconnection Upgrades and the Gas Interconnection Facilities (in the case of any report delivered on or prior to the first fiscal quarter ended after the Conversion Date), (ii) compliance with Environmental LawLaws, (2iii) a statement of all financial transactions in such period between Party B each Obligor and any of its Interested Persons or stockholders their Affiliates (other than transactions pursuant to any Transaction Document or between Party B or any of its SubsidiariesBorrower and the Project Company), including a certification by a Responsible Financial Officer of Party B each Obligor that such transactions were on ordinary commercial terms negotiated on an arm’s 's length basis and that each such transaction was at least as favorable to such Party B as the terms available from independent third partiesbasis, and (3iv) a comparison of the results of operations of Party B the Project Company for the relevant period to the operating Operating Budget for the same periodperiod (in the case of any report delivered on or after the Conversion Date), together with an explanation of any material variation therefrom; and (E) as soon as available and in any event within forty (40) days after the end of each month (including the last month of Party B’s fiscal year), Party B will deliver the consolidated balance sheet of Party B, as at the end of such month, and the related consolidated statements of income, stockholders’ equity and cash flow for such month and for the period from the beginning of the then current fiscal year of Party B to the end of such month.

Financial Statements and Related Information. Party B will furnish to Party A (with one hard copy and, if reasonably available, a copy in electronic format), in respect of itself, MX Holdings and MX Energy Electric (each a “Reporting Company”) (on a consolidated basis): (A) (1) with respect to MX Holdings, audited annual financial statements within 90 days after the end of each fiscal year and setting forth, in comparative form, the corresponding figures for the preceding fiscal year, accompanied by (x) an opinion thereon of the Auditor (without a “going concern” or like qualification or exception as to the scope of such audit) and (y) a certificate of a Responsible Officer of such Reporting Company, in each case, to the effect that said financial statements present fairly in all material respects the financial position and results of operations as at the end of, and for, such fiscal year in accordance with GAAP, and (2) with respect to itself and MX EnergyElectric, unaudited annual financial statements in a form and format agreed to by the parties, but in any event including gross revenues, gross profits, margin contributions (including allocation of sales and marketing expense) and a balance sheet presented in a manner consistent with prior practice, within 90 days after the end of each fiscal year and setting forth, in comparative form, the corresponding figures for the preceding fiscal year, accompanied by a certificate of a Responsible Officer of such Reporting Company to the effect that said financial statements present fairly in all material respects the financial position and results of operations as at the end of, and for, such fiscal year; (1) with respect to MX Holdings, unaudited quarterly financial statements within 45 days after the end of each of the first three fiscal quarters and within 60 days after the end of the fourth fiscal quarter, for such period and for the period from the beginning of the respective fiscal year to the end of such period, and the related balance sheet as at the end of such period, setting forth in each case, in comparative form, the corresponding figures for the corresponding period of (or in the case of the balance sheet, as of the end of) the preceding fiscal year, accompanied by a certificate of a Responsible Officer of such Reporting Company, which certificate shall state that said financial statements present fairly in all material respects the financial position and results of operations of such Reporting Company in accordance with GAAP, as at the end of, and for, such period (subject to normal year-end audit adjustments), said quarterly financial statements for the fourth fiscal quarter to be accompanied by the unaudited annual financial statements for the fiscal year without the notes thereto, and (2) with respect to itself and MX EnergyElectric, unaudited quarterly financial statements in a form and format agreed to by the parties, but in any event including gross revenues, gross profits, margin contributions (including allocation of sales and marketing expense), within 45 days after the end of each of the first three fiscal quarters and within 60 days after the end of the fourth fiscal quarter, for such period and for the period from the beginning of the respective fiscal year to the end of such period, and the related balance sheet as at the end of such period presented in a manner consistent with prior practice, setting forth in each case, in comparative form, the corresponding figures for the corresponding period of (or in the case of the balance sheet, as of the end of) the preceding fiscal year, accompanied by a certificate of a Responsible Officer of such Reporting Company, which certificate shall state that said financial statements present fairly in all material respects the financial position and results of operations of such Reporting Company, as at the end of, and for, such period (subject to normal year-end audit adjustments); (C) concurrently with any delivery of financial statements under clause (A) or (B) of this Part 12(a)(vi), a certificate of a Responsible Officer of each Reporting Company (1) certifying as to whether a Default or Potential Termination Event has occurred and, if a Default or Potential Termination Event has occurred, specifying the details thereof and any action taken or proposed to be taken with respect thereto, (2) setting forth in reasonable detail the calculation of Adjusted Consolidated Tangible Net Worth as of the end of the immediately preceding fiscal quarter and (3) stating whether any change in GAAP or in the application thereof has occurred since the date of the audited financial statements of such Reporting Company for the immediately prior fiscal year and, if any such change has occurred, specifying the effect of such change on the financial statements accompanying such certificate; (D) concurrently with the delivery of the financial statements under clause (A) of this Part 12(a)(vi), a discussion and analysis by the management of Party B of the business and operations through the end of the fiscal year covered by such financial statements, including a discussion and analysis with respect to (1) compliance with Environmental Law, (2) a statement of all transactions in such period between Party B and any of its Interested Persons or stockholders (other than transactions between Party B or any of its Subsidiaries), including a certification by a Responsible Officer of Party B that such transactions were on ordinary commercial terms negotiated on an arm’s length basis and that each such transaction was at least as favorable to such Party B as the terms available from independent third parties, and (3) a comparison of the results of operations of Party B for the relevant period to the operating Budget for the same period, together with an explanation of any material variation therefrom; and (E) as soon as available and in any event within forty (40) days after the end of each month (including the last month of Party B’s fiscal year), Party B will deliver the consolidated balance sheet of Party B, as at the end of such month, and the related consolidated statements of income, stockholders’ equity and cash flow for such month and for the period from the beginning of the then current fiscal year of Party B to the end of such month.