Common use of Financial Statements; No Material Adverse Effect; No Internal Control Event Clause in Contracts

Financial Statements; No Material Adverse Effect; No Internal Control Event. (a) The Audited Financial Statements (i) were prepared in accordance with GAAP consistently applied throughout the period covered thereby, except as otherwise expressly noted therein; (ii) fairly present the financial condition of the Borrower and its Subsidiaries as of the date thereof and their results of operations for the period covered thereby in accordance with GAAP consistently applied throughout the period covered thereby, except as otherwise expressly noted therein; and (iii) show all material consolidated indebtedness and other liabilities, direct or contingent, of the Borrower and its Subsidiaries as of the date thereof, including liabilities for taxes, material commitments and Debt, as and to the extent required to be reported in accordance with GAAP. (b) Since the date most recent financial statements furnished pursuant to clause (a), (b) or (c) of Section 6.01 (or, prior to the delivery of the first such financial statements, since the date of the Audited Financial Statements), there has been no event or circumstance (including, without limitation, an Internal Control Event), either individually or in the aggregate, that has had or could reasonably be expected to have a Material Adverse Effect. (c) The Borrower and its Subsidiaries have no Off-Balance Sheet Liabilities except for any sale and leaseback transactions permitted under Section 7.12.

Financial Statements; No Material Adverse Effect; No Internal Control Event. (ai) The Audited Financial Statements (iA) were prepared in accordance with GAAP consistently applied throughout the period covered thereby, except as otherwise expressly noted therein; and (iiB) fairly present in all material respects the financial condition of the Borrower and its Subsidiaries Guarantor as of the date thereof and their results of operations for the period covered thereby in accordance with GAAP consistently applied throughout the period covered thereby, except as otherwise expressly noted therein; . (ii) The unaudited consolidated balance sheet of the Guarantor dated October 1, 2005 and the related consolidated statements of income or operations, shareholders’ equity and cash flows for the fiscal quarter ended on that date (A) were prepared in accordance with GAAP consistently applied throughout the period covered thereby, except as otherwise expressly noted therein, and (iiiB) show fairly present in all material consolidated indebtedness and other liabilities, direct or contingent, respects the financial condition of the Borrower and its Subsidiaries Guarantor as of the date thereofthereof and their results of operations for the period covered thereby, including liabilities for taxessubject, material commitments in the case of clauses (A) and Debt(B), as to the absence of footnotes and to the extent required to be reported in accordance with GAAPnormal year-end audit adjustments. (biii) Since the date most recent financial statements furnished pursuant to clause (a), (b) or (c) of Section 6.01 (or, prior to the delivery of the first such financial statements, since the date of the Audited Financial Statements), there has been no event or circumstance (including, without limitation, an Internal Control Event)circumstance, either individually or in the aggregate, that has had or could would reasonably be expected to have a Material Adverse Effect. (c) The Borrower and its Subsidiaries have no Off-Balance Sheet Liabilities except for any sale and leaseback transactions permitted under Section 7.12.

Financial Statements; No Material Adverse Effect; No Internal Control Event. (a) The Audited Financial Statements (i) were prepared in accordance with GAAP consistently applied throughout the period covered thereby, except as otherwise expressly noted therein; (ii) fairly present the financial condition of the Borrower and its Subsidiaries as of the date thereof and their results of operations for the period covered thereby in accordance with GAAP consistently applied throughout the period covered thereby, except as otherwise expressly noted therein; and (iii) show all material consolidated indebtedness and other liabilities, direct or contingent, of the Borrower and its Subsidiaries as of the date thereof, including liabilities for taxes, material commitments and Debt, as and to the extent required to be reported in accordance with GAAP. (b) Since the date most recent financial statements furnished pursuant to clause (a), (b) or (cb) of Section 6.01 (or, prior to the delivery of the first such financial statements, since the date of the Audited Financial Statements), there has been no event or circumstance (including, without limitation, an Internal Control Event), either individually or in the aggregate, that has had or could reasonably be expected to have a Material Adverse Effect. (c) The Borrower and its Subsidiaries have no Off-Balance Sheet Liabilities except for any sale and leaseback transactions permitted under Section 7.12Liabilities.

Financial Statements; No Material Adverse Effect; No Internal Control Event. (a) The Audited Financial Statements (i) were prepared in accordance with GAAP consistently applied throughout the period covered thereby, except as otherwise expressly noted therein; (ii) fairly present the financial condition of the Borrower and its Subsidiaries as of the date thereof and their results of operations for the period covered thereby in accordance with GAAP consistently applied throughout the period covered thereby, except as otherwise expressly noted therein; and (iii) show all material consolidated indebtedness and other liabilities, direct or contingent, of the Borrower and its Subsidiaries as of the date thereof, including liabilities for taxes, material commitments and Debt, as and to the extent required to be reported in accordance with GAAP. (b) Since the date of the most recent financial statements furnished pursuant to clause (a), (b) or (cb) of Section 6.01 (or, prior to the delivery of the first such financial statements, since the November 30, 2007 date of the Audited Financial StatementsBorrower's most recent quarterly financial statements), there has been no event or circumstance (including, without limitation, an Internal Control Event), either individually or in the aggregate, that has had or could reasonably be expected to have a Material Adverse Effect. (c) The Borrower and its Subsidiaries have no Off-Balance Sheet Liabilities except for any sale and leaseback transactions permitted under Section 7.12Liabilities.