Common use of Financial Statements; Other Information Clause in Contracts

Financial Statements; Other Information. Seller has filed with the Securities and Exchange Commission ("Commission") all reports, schedules, registration statements and definitive proxy statements that Seller was required to file with Commission on or after December 31, 2004 (collectively, the "SEC DOCUMENTS"). Seller is not aware of any event occurring or expected to occur as of the date of this Agreement (other than the transactions effected hereby) that would require the filing of, or with respect to which Seller intends to file, a Form 8-K after the date of this Agreement. Each SEC Document, as of the date of the filing thereof with the Commission (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such amending or superseding filing), complied in all material respects with the requirements of the Securities Act of 1933, as amended ("Securities Act") or Securities Exchange Act of 1934, as amended ("Exchange Act"), as applicable, and the rules and regulations promulgated thereunder and, as of the date of such filing (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing), such SEC Document (including all exhibits and schedules thereto and documents incorporated by reference therein) did not contain an untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that are required to be filed as exhibits to the SEC Documents have been filed as required. Except as set forth in Schedule 4.4, Seller has no liabilities, contingent or otherwise, other than liabilities incurred in the ordinary course of business that, under GAAP, are not required to be reflected in the financial statements included in Schedule 4.4. Except as set forth in Schedule 4.4, as of their respective dates, the financial statements of Seller included in the SEC Documents complied as to form in all material respects with applicable accounting requirements and the published rules and regulations of the Commission with respect thereto. The financial statements included in the SEC Documents have been and will be prepared in accordance with GAAP consistently applied at the times and during the periods involved (except (i) as may be otherwise indicated in such financial statements or the notes thereto, (ii) in the case of unaudited interim statements, to the extent they may exclude footnotes or may be condensed or summary statements, or (iii) as set forth in the SEC Documents), and fairly present in all material respects the financial position of Seller as of the dates thereof and the results of its operations and cash flows for the periods then ended (subject, in the case of unaudited statements, to normal year-end adjustments).

Financial Statements; Other Information. Seller has filed with the Securities and Exchange Commission ("Commission") all reports, schedules, registration statements and definitive proxy statements that Seller was required to file with Commission on or after December 31, 2004 (collectively, the "SEC DOCUMENTSDocuments"). Seller is not aware of any event occurring or expected to occur as of the date of this Agreement (other than the transactions effected hereby) that would require the filing of, or with respect to which Seller intends to file, a Form 8-K after the date of this Agreement. Each SEC Document, as of the date of the filing thereof with the Commission (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such amending or superseding filing), complied in all material respects with the requirements of the Securities Act of 1933, as amended ("Securities Act") or Securities Exchange Act of 1934, as amended ("Exchange Act"), as applicable, and the rules and regulations promulgated thereunder and, as of the date of such filing (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing), such SEC Document (including all exhibits and schedules thereto and documents incorporated by reference therein) did not contain an untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that are required to be filed as exhibits to the SEC Documents have been filed as required. Except as set forth in Schedule 4.4, Seller has no liabilities, contingent or otherwise, other than liabilities incurred in the ordinary course of business that, under GAAP, are not required to be reflected in the financial statements included in Schedule 4.4. Except as set forth in Schedule 4.4, as of their respective dates, the financial statements of Seller included in the SEC Documents complied as to form in all material respects with applicable accounting requirements and the published rules and regulations of the Commission with respect thereto. The financial statements included in the SEC Documents have been and will be prepared in accordance with GAAP consistently applied at the times and during the periods involved (except (i) as may be otherwise indicated in such financial statements or the notes thereto, (ii) in the case of unaudited interim statements, to the extent they may exclude footnotes or may be condensed or summary statements, or (iii) as set forth in the SEC Documents), and fairly present in all material respects the financial position of Seller as of the dates thereof and the results of its operations and cash flows for the periods then ended (subject, in the case of unaudited statements, to normal year-end adjustments).

Financial Statements; Other Information. Seller has filed with (a) As pertaining to the Securities interests in the Properties sold by the Sellers under this Agreement, within forty-five (45) days after the Closing, Operator shall deliver to Buyer the audited financial statements of the Properties, including the statement of assets, liabilities and Exchange Commission ("Commission") all reports, schedules, registration statements and definitive proxy statements that Seller was required to file with Commission on or after net investment as of December 31, 2004 2013, and statement of revenues and expenses, net investment and cash flows for the year then ended and all related footnotes, together with the report of Xxxxxx LLP, independent public accountants (collectively, the "SEC DOCUMENTS"“Required Financial Statements”). Seller is not aware of any event occurring or expected to occur as , in each case of the date of this Agreement (other than the transactions effected hereby) that would require the filing of, or with respect to which Seller intends to file, a Form 8type required by Regulation S-X and Regulation S-K after the date of this Agreement. Each SEC Document, as of the date of the filing thereof with the Commission (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such amending or superseding filing), complied in all material respects with the requirements of under the Securities Act of 1933, as amended ("the “Securities Act") ”), and of the type and form customarily included in statements and reports filed under the Securities Act or Securities the Exchange Act of 1934, as amended ("the “Exchange Act"”). Operator covenants that (a) the Required Financial Statements will be (i) prepared in accordance with generally accepted accounting principles and fairly present the financial position and results of operations of the Properties at the respective dates thereof and for the periods indicated and (ii) prepared from the books and records of the Operator, (b) the audit shall have been conducted in accordance with the standards of the PCAOB and (c) the Operator will make available to Xxxxxx LLP such personnel, books, records, work papers and other information as applicablemay be reasonably necessary to prepare the Required Financial Statements within the time frame specified in this Section 6.12(a). (b) As pertaining to the interests in the Properties sold by the Sellers under this Agreement, and to the extent requested by Buyer, Operator shall provide, or cause to be provided, to Buyer as promptly as commercially reasonably practicable any additional financial statements required by the rules and regulations promulgated thereunder and, as of the date of such filing SEC, reserve reports, schedules or information (or if amended or superseded by a filing prior including without limitation, accountants’ consent letters, comfort letters, and access to the date work papers of this AgreementXxxxxx LLP related to the Required Financial Statements, then on but subject to such firm’s policies and procedures relating to such work papers) relating to the date of such filing), such SEC Document (including all exhibits and schedules thereto and documents incorporated by reference therein) did not contain an untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents Properties that are required to be filed as exhibits to the SEC Documents have been filed as required. Except as set forth included in Schedule 4.4, Seller has no liabilities, contingent or otherwise, other than liabilities incurred in the ordinary course of business that, under GAAP, are not required any statements and reports to be reflected in filed by Buyer under the Securities Act or the Exchange Act, and any additional financial or operating data relating to any of the financial statements included statements, reserve reports, schedules or information referred to in Schedule 4.4. Except as set forth in Schedule 4.4, as of their respective dates, the financial statements of Seller included in the SEC Documents complied as this Section 6.12(b) or relating to form in all material respects with applicable accounting requirements and the published rules and regulations any of the Commission with respect thereto. The financial statements included in the SEC Documents have been and will be prepared in accordance with GAAP consistently applied at the times and during the periods involved (except (i) as may be otherwise indicated in such financial statements or the notes thereto, (ii) in the case of unaudited interim statements, to the extent they may exclude footnotes or may be condensed or summary statements, or (iii) as set forth in the SEC Documents), and fairly present in all material respects the financial position of Seller as of the dates thereof and the results of its operations and cash flows for the periods then ended (subject, in the case of unaudited statements, to normal year-end adjustments)Properties.

Financial Statements; Other Information. Seller has filed It shall provide to the Facility Agent or cause to be provided to the Facility Agent (who shall provide copies to the Lenders): (i) On or before December 31 in each calendar year, commencing in 2019, a certificate of the Borrower certifying that no Default or Event of Default occurred during such calendar year or if any Default or Event of Default occurred during such calendar year, setting forth the details thereof and the action which the Borrower is taking or proposes to take with respect thereto; (ii) as soon as possible, and in any event within five Business Days after a Responsible Officer of the Collateral Manager, the Fund or the Borrower obtains actual knowledge of the occurrence and continuance of any (A) Default or Event of Default, (B) Early Amortization Event or Low Diversity Event, (C) litigation or governmental proceeding pending or actions threatened against the Borrower’s rights in the Collateral Obligations; or (D) failure of the Interest Coverage Test, a certificate of a Responsible Officer of the Borrower setting forth the details thereof and the action which the Borrower is taking or proposes to take, if any, with respect thereto; (iii) from time to time such additional information regarding the Borrower’s financial position or business and the Collateral (including reasonably detailed calculations of the Interest Coverage Test) as the Facility Agent or the Controlling Lenders (through the Facility Agent) may request, or as the Lenders may require in order to comply with the Securities and Exchange Commission FAS 166/167 Regulatory Capital Rules or Basel III, in each such case if reasonably available to the Borrower; ("Commission"iv) all reports, schedules, registration statements and definitive proxy statements that Seller was required to file with Commission on or promptly after December 31, 2004 (collectively, the "SEC DOCUMENTS"). Seller is not aware occurrence of any event occurring ERISA Event, notice of such ERISA Event and copies of any communications with all Authorities or expected to occur as any Borrower Multiemployer Plan received by the Borrower or any member of the date of this Agreement (other than the transactions effected hereby) that would require the filing of, or its ERISA Group with respect to which Seller intends to file, a Form 8-K such ERISA Event; (v) within 120 days after the date close of this Agreement. Each SEC Document, as each fiscal year of the date of the filing thereof with the Commission (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such amending or superseding filing), complied in all material respects with the requirements of the Securities Act of 1933, as amended ("Securities Act") or Securities Exchange Act of 1934, as amended ("Exchange Act"), as applicable, and the rules and regulations promulgated thereunder and, as of the date of such filing (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing), such SEC Document (including all exhibits and schedules thereto and documents incorporated by reference therein) did not contain an untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that are required to be filed as exhibits to the SEC Documents have been filed as required. Except as set forth in Schedule 4.4, Seller has no liabilities, contingent or otherwise, other than liabilities incurred in the ordinary course of business that, under GAAP, are not required to be reflected in the financial statements included in Schedule 4.4. Except as set forth in Schedule 4.4, as of their respective datesFund, the audited financial statements of Seller included in the SEC Documents complied as to form in all material respects with applicable accounting requirements and the published rules and regulations of the Commission with respect thereto. The Fund for such fiscal year, which audited financial statements included in the SEC Documents have been and will shall be prepared in accordance with GAAP consistently applied at generally accepted accounting principles; (vi) within 60 days after the times and during end of each of the periods involved (except (i) as may be otherwise indicated in such first three fiscal quarters of each fiscal year of the Fund, unaudited financial statements or the notes thereto, (ii) in the case of unaudited interim statements, to the extent they may exclude footnotes or may be condensed or summary statements, or (iii) as set forth in the SEC Documents), and fairly present in all material respects the financial position of Seller as of the dates thereof and the results of its operations and cash flows Fund for the periods then ended quarter that ended, which unaudited financial statements shall be prepared in accordance with generally accepted accounting principles; and (subjectvii) promptly after receipt thereof, all reports, certificates, documents and other deliverables in accordance with Section 5.01(e) of the case of unaudited statements, to normal year-end adjustments)Sale and Contribution Agreement.

Financial Statements; Other Information. Seller has filed with (a) The Borrower shall deliver to the Securities and Exchange Commission Administrative Agent, within 120 days after the end of each of its fiscal years, an Officer’s Certificate ("Commission") all reportsprovided, scheduleshowever, registration statements and definitive proxy statements that Seller was required to file with Commission on or after December 31, 2004 (collectively, the "SEC DOCUMENTS"). Seller is not aware of any event occurring or expected to occur as one of the date signatories to each such Officer’s Certificate must state that he or she is the Borrower’s principal executive officer, principal financial officer or principal accounting officer), as to such Officer’s knowledge, without independent investigation, of the Borrower’s compliance with all conditions and covenants under this Agreement (other than the transactions effected hereby) that would require the filing of, without regard to any period of grace or with respect to which Seller intends to file, a Form 8-K after the date requirement of notice provided under this Agreement) and in the event any Default or Event of Default under this Agreement exists, such Officer’s Certificate shall specify the nature of such Default or Event of Default. Each SEC Document, as such Officer’s Certificate shall also notify the Administrative Agent should the Borrower elect to change the manner in which it fixes its fiscal year end. (b) Whether or not the Borrower is subject to the reporting requirements of Section 13 or Section 15(d) of the date of the filing thereof with the Commission (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such amending or superseding filing), complied in all material respects with the requirements of the Securities Act of 1933, as amended ("Securities Act") or Securities Exchange Act of 1934, as amended ("Exchange Act"), as applicable, and the rules and regulations promulgated thereunder and, as of the date of such filing (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing), such SEC Document (including all exhibits and schedules thereto and documents incorporated by reference therein) did not contain an untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that are required to be filed as exhibits to the SEC Documents have been filed as required. Except as set forth in Schedule 4.4, Seller has no liabilities, contingent or otherwise, other than liabilities incurred in the ordinary course of business that, under GAAP, are not required to be reflected in the financial statements included in Schedule 4.4. Except as set forth in Schedule 4.4, as of their respective dates, the financial statements of Seller included in the SEC Documents complied as to form in all material respects with applicable accounting requirements and the published rules and regulations of the Commission with respect thereto. The financial statements included in the SEC Documents have been and will be prepared in accordance with GAAP consistently applied at the times and during the periods involved (except (i) as may be otherwise indicated in such financial statements or the notes thereto, (ii) in the case of unaudited interim statements, to the extent not prohibited by the Exchange Act, the Borrower will make available to the Administrative Agent and the Lenders, the annual reports and the information, documents and other reports (or copies of such portions of any of the foregoing as the SEC may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation within the time periods specified therein with respect to an accelerated filer. In the event that the Borrower is not permitted to file such reports, documents and information with the SEC pursuant to the Exchange Act, the Borrower will nevertheless make available such Exchange Act information to the Administrative Agent as if the Borrower were subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act within the time periods specified therein with respect to a non-accelerated filer. The availability of the foregoing materials on the SEC’s website or on the Borrower’s website shall be deemed to satisfy the foregoing delivery obligations. (c) So long as not contrary to the then current recommendations of the American Institute of Certified Public Accountants, the annual financial statements delivered pursuant to paragraph (b) above shall be accompanied by a written report of the Borrower’s independent certified public accountants (who shall be a firm of established national reputation) stating (A) that their audit examination has included a review of the terms of this Agreement and the Indebtedness hereunder as they may exclude footnotes relate to accounting matters, and (B) whether, in connection with their audit examination, any Default or may Event of Default has come to their attention and if such a Default or Event of Default has come to their attention, specifying the nature and period of existence thereof; provided, however, that, without any restriction as to the scope of the audit examination, such independent certified public accountants shall not be condensed liable by reason of any failure to obtain knowledge of any such Default or summary statements, Event of Default that would not be disclosed in the course of an audit examination conducted in accordance with generally accepted auditing standards. (i) If any Default or Event of Default has occurred and is continuing or (iiiii) as if the Administrative Agent seeks to exercise any remedy under this Agreement with respect to a claimed Default or Event of Default under this Agreement, the Borrower shall promptly, and in any event within five days after a Responsible Officer becoming aware thereof, deliver notice thereof to the Administrative Agent, at its address set forth in Section 12.01 hereof, by registered or certified mail or by facsimile transmission followed by hard copy by registered or certified mail, accompanied by an Officer’s Certificate setting forth the SEC Documents), and fairly present in all material respects the financial position of Seller as details of the dates thereof event or development requiring such notice and any action taken or proposed to be taken with respect thereto (e) The Borrower will furnish to the results of its operations Administrative Agent and cash flows for the periods then ended (subject, in the case of unaudited statements, to normal year-end adjustments).each Lender:

Financial Statements; Other Information. Seller has filed with the Securities and Exchange Commission ("Commission") all reports, schedules, registration statements and definitive proxy statements that Seller was required to file with Commission on or after December 31, 2004 (collectively, the "SEC DOCUMENTS"). Seller is not aware of any event occurring or expected to occur as of the date of this Agreement (other than the transactions effected hereby) that would require the filing of, or with respect to which Seller intends to file, a Form 8-K after the date of this Agreement. Each SEC Document, as of the date of the filing thereof with the Commission (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such amending or superseding filing), complied in all material respects with the requirements of the Securities Act of 1933, as amended ("Securities Act") or Securities Exchange Act of 1934, as amended ("Exchange Act"'), as applicable, and the rules and regulations promulgated thereunder and, as of the date of such filing (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing), such SEC Document (including all exhibits and schedules thereto and documents incorporated by reference therein) did not contain an untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that are required to be filed as exhibits to the SEC Documents have been filed as required. Except as set forth in Schedule 4.4, Seller has no liabilities, contingent or otherwise, other than liabilities incurred in the ordinary course of business that, under GAAP, are not required to be reflected in the financial statements included in Schedule 4.4. Except as set forth in Schedule 4.4, as of their respective dates, the financial statements of Seller included in the SEC Documents complied as to form in all material respects with applicable accounting requirements and the published rules and regulations of the Commission with respect thereto. The financial statements included in the SEC Documents have been and will be prepared in accordance with GAAP consistently applied at the times and during the periods involved (except (i) as may be otherwise indicated in such financial statements or the notes thereto, (ii) in the case of unaudited interim statements, to the extent they may exclude footnotes or may be condensed or summary statements, or (iii) as set forth in the SEC Documents), and fairly present in all material respects the financial position of Seller as of the dates thereof and the results of its operations and cash flows for the periods then ended (subject, in the case of unaudited statements, to normal year-end adjustments).

Financial Statements; Other Information. Seller has filed (a) Notwithstanding that the Company may not be subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Company will file with the Securities and Exchange Commission SEC ("Commission") all reports, schedules, registration statements and definitive proxy statements that Seller was required to file with Commission on or after December 31, 2004 (collectively, the "SEC DOCUMENTS"). Seller is not aware of any event occurring or expected to occur as of the date of this Agreement (other than the transactions effected hereby) that would require the filing of, or with respect to which Seller intends to file, a Form 8-K after the date of this Agreement. Each SEC Document, as of the date of the filing thereof with the Commission (or if amended or superseded by a filing prior to the date of this Agreement, then on extent the date of such amending or superseding filing), complied in all material respects with the requirements of the Securities Act of 1933, as amended ("Securities Act") or Securities Exchange Act of 1934, as amended ("Exchange Act"), as applicable, and the rules and regulations promulgated thereunder and, as of the date of such filing (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of SEC will accept such filing), and make available to the Trustee and the registered Holders, the annual reports and the information, documents and other reports (or copies of such portions of any of the foregoing as the SEC Document may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act. If the SEC will not accept such filings, the Company will nevertheless make available such Exchange Act information to the Trustee and the Holders as if the Company were subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act. (including all exhibits b) If the Company has designated any of its Subsidiaries as Unrestricted Subsidiaries and schedules thereto any such Unrestricted Subsidiary has $10,000,000 of net assets and documents incorporated its assets exceed its liabilities by reference thereinmore than 5% of the amount by which the consolidated assets of the Company and its Subsidiaries exceed consolidated liabilities of the Company and its Subsidiaries, then the quarterly and annual financial information required by paragraph (a) did not contain an untrue statement shall include a reasonably detailed presentation, either on the face of material fact the financial statements or omit in the footnotes to state a material fact the financial statements and in Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the financial condition and results of operations of the Company and its Restricted Subsidiaries. (c) For so long as any of the Notes remain outstanding and constitute “restricted securities” under Rule 144 under the Securities Act, the Company will furnish to the Holders and prospective investors, upon their request, the information required to be stated delivered pursuant to Rule 144A(d)(4) under the Securities Act. (d) All obligors on the Notes will comply with Section 314(a) of the Trust Indenture Act. (e) Delivery of these reports and information to the Trustee is for informational purposes only and the Trustee’s receipt of them will not constitute constructive notice of any information contained therein or necessary to make the statements determinable from information contained therein, in light including the Company’s compliance with any of the circumstances under which they were made, not misleading. All documents that are required to be filed as exhibits to the SEC Documents have been filed as required. Except as set forth in Schedule 4.4, Seller has no liabilities, contingent or otherwise, other than liabilities incurred in the ordinary course of business that, under GAAP, are not required to be reflected in the financial statements included in Schedule 4.4. Except as set forth in Schedule 4.4, as of their respective dates, the financial statements of Seller included in the SEC Documents complied its covenants hereunder (as to form in all material respects with applicable accounting requirements and which the published rules and regulations of the Commission with respect thereto. The financial statements included in the SEC Documents have been and will be prepared in accordance with GAAP consistently applied at the times and during the periods involved (except (i) as may be otherwise indicated in such financial statements or the notes thereto, (ii) in the case of unaudited interim statements, Trustee is entitled to the extent they may exclude footnotes or may be condensed or summary statements, or (iii) as set forth in the SEC Documents), and fairly present in all material respects the financial position of Seller as of the dates thereof and the results of its operations and cash flows for the periods then ended (subject, in the case of unaudited statements, to normal year-end adjustmentsrely exclusively on Officer’s Certificates).

Financial Statements; Other Information. Seller has filed with the Securities and Exchange Commission ("Commission") all reports, schedules, registration statements and definitive proxy statements that Seller was required to file with Commission on or after December 31, 2004 (collectively, the "SEC DOCUMENTSDOCUMENT"). Seller is not aware of any event occurring or expected to occur as of the date of this Agreement (other than the transactions effected hereby) that would require the filing of, or with respect to which Seller intends to file, a Form 8-K after the date of this Agreement. Each SEC Document, as of the date of the filing thereof with the Commission (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such amending or superseding filing), complied in all material respects with the requirements of the Securities Act of 1933, as amended ("Securities Act") or Securities Exchange Act of 1934, as amended ("Exchange Act"), as applicable, and the rules and regulations promulgated thereunder and, as of the date of such filing (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing), such SEC Document (including all exhibits and schedules thereto and documents incorporated by reference therein) did not contain an untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that are required to be filed as exhibits to the SEC Documents have been filed as required. Except as set forth in Schedule 4.4, Seller has no liabilities, contingent or otherwise, other than liabilities incurred in the ordinary course of business that, under GAAP, are not required to be reflected in the financial statements included in Schedule 4.4. Except as set forth in Schedule 4.4, as of their respective dates, the financial statements of Seller included in the SEC Documents complied as to form in all material respects with applicable accounting requirements and the published rules and regulations of the Commission with respect thereto. The financial statements included in the SEC Documents have been and will be prepared in accordance with GAAP consistently applied at the times and during the periods involved (except (i) as may be otherwise indicated in such financial statements or the notes thereto, (ii) in the case of unaudited interim statements, to the extent they may exclude footnotes or may be condensed or summary statements, or (iii) as set forth in the SEC Documents), and fairly present in all material respects the financial position of Seller as of the dates thereof and the results of its operations and cash flows for the periods then ended (subject, in the case of unaudited statements, to normal year-end adjustments).

Financial Statements; Other Information. Seller has filed (a) Lessee will deliver, or will cause Guarantor to deliver, to Lessor, Indenture Trustee and LC Issuer the financial statements and information set forth in Section 3.1 of the Guaranty. Concurrently with the delivery of annual financial statements pursuant hereto, Lessee will deliver, or will cause Guarantor to deliver, to Lessor, the Indenture Trustee and LC Issuer the officer's certificate set forth in Section 3.2 of the Guaranty that there exists no Default or Event of Default under this Lease or if any such Default or Event of Default exists, specifying the nature thereof, the period of existence thereof and what action Lessee or Guarantor proposes to take with respect thereto and a certificate substantially in the form of Schedule I hereto. At any time that the provisions of Section 3.1 of the Guaranty are not effective or Lessee's financial information is not reflected therein, Lessee shall furnish the following financial statements to Lessor, the Indenture Trustee and LC Issuer: (i) at any time that Lessee is a public company, (A) as soon as practicable, copies of all such financial statements, proxy statements, notices, other communications and reports as Lessee shall send on a regular basis to its shareholders and other information, if any, generally made available to banks and other lenders and (B) copies of all regular, current or periodic reports (including reports on Form 10-K, Form 8-K and Form 10-Q) which Lessee is or may be required to file with the Securities and Exchange Commission or any governmental body or agency succeeding to the functions of the Securities and Exchange Commission; and ("Commission"ii) all reports, schedules, registration statements and definitive proxy statements at any time that Seller was Lessee is not a public company required to file reports with the Securities and Exchange Commission on or containing such financial statements, as soon as practicable and in any event within 120 days after December 31the end of each fiscal year, 2004 (collectively, and within 60 days after the "SEC DOCUMENTS"). Seller is not aware end of any event occurring other fiscal quarter or expected shorter period, a consolidated statement of earnings, and a consolidated statement of changes in financial position, a consolidated statement of stockholders' equity, and a consolidated balance sheet of Lessee as at the end of each such year or fiscal quarter or shorter period, setting forth in each case in comparative form the corresponding consolidated figures from the preceding annual audit or corresponding fiscal quarter or shorter period in the prior fiscal year, as appropriate, all in reasonable detail and certified to occur Lessee as to the annual consolidated statements by independent public accountants of recognized national standing selected by Lessee, whose certificate shall be based upon an examination conducted in accordance with generally accepted auditing standards and the date application of this Agreement (other than such tests as said accountants deem necessary under the circumstances. Lessee will keep accurate records and books of account reflecting all its financial transactions effected hereby) that would require the filing of, or with respect to which Seller intends this Lease and the transactions contemplated hereby. In addition, Lessee agrees upon prior written request to filemeet with Xxxxxx, a Form 8-K after XX Issuer, the date Indenture Trustee and any Registered Owners of indebtedness secured by the Indenture during normal business hours at mutually convenient times, from time to time as reasonably requested, to discuss this Agreement. Each SEC Documenttransaction and Lessee's business and financial condition generally. (b) Lessee shall deliver or cause to be delivered to Lessor, Indenture Trustee and LC Issuer such additional information with respect to Lessee, the Leased Properties, this Lease and the transactions contemplated hereby, as of the date of the filing thereof with the Commission (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such amending or superseding filing), complied in all material respects with the requirements of the Securities Act of 1933, as amended ("Securities Act") or Securities Exchange Act of 1934, as amended ("Exchange Act"), as applicable, and the rules and regulations promulgated thereunder and, as of the date of such filing (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing), such SEC Document (including all exhibits and schedules thereto and documents incorporated by reference therein) did not contain an untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that are required to be filed as exhibits to the SEC Documents have been filed as required. Except as set forth in Schedule 4.4, Seller has no liabilities, contingent or otherwise, other than liabilities incurred in the ordinary course of business that, under GAAP, are not required to be reflected in the financial statements included in Schedule 4.4. Except as set forth in Schedule 4.4, as of their respective datesLessor, the financial statements of Seller included in the SEC Documents complied as Indenture Trustee or LC Issuer may reasonably request from time to form in all material respects with applicable accounting requirements and the published rules and regulations of the Commission with respect thereto. The financial statements included in the SEC Documents have been and will be prepared in accordance with GAAP consistently applied at the times and during the periods involved (except (i) as may be otherwise indicated in such financial statements or the notes thereto, (ii) in the case of unaudited interim statements, to the extent they may exclude footnotes or may be condensed or summary statements, or (iii) as set forth in the SEC Documents), and fairly present in all material respects the financial position of Seller as of the dates thereof and the results of its operations and cash flows for the periods then ended (subject, in the case of unaudited statements, to normal year-end adjustments)time.

Financial Statements; Other Information. Seller has filed with (a) The Borrower shall deliver to the Securities and Exchange Commission Administrative Agent, within 120 days after the end of each of its fiscal years, an Officer’s Certificate ("Commission") all reportsprovided, scheduleshowever, registration statements and definitive proxy statements that Seller was required to file with Commission on or after December 31, 2004 (collectively, the "SEC DOCUMENTS"). Seller is not aware of any event occurring or expected to occur as one of the date signatories to each such Officer’s Certificate must state that he or she is the Borrower’s principal executive officer, principal financial officer or principal accounting officer), as to such officer’s knowledge, following due investigation, of the Borrower’s compliance with all conditions and covenants under this Agreement (other than the transactions effected hereby) that would require the filing of, without regard to any period of grace or with respect to which Seller intends to file, a Form 8-K after the date requirement of notice provided under this Agreement) and in the event any Default under this Agreement exists, such Officer’s Certificate shall specify the nature of such Default. Each SEC Document, such Officer’s Certificate shall also notify the Administrative Agent should the Borrower elect to change the manner in which it fixes its fiscal year end. (b) So long as the Borrower is subject to the reporting requirements of Section 13 or Section 15(d) of the date of the filing thereof with the Commission (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such amending or superseding filing), complied in all material respects with the requirements of the Securities Act of 1933, as amended ("Securities Act") or Securities Exchange Act of 1934, as amended ("Exchange Act"), as applicable, and the rules and regulations promulgated thereunder and, as of the date of such filing (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing), such SEC Document (including all exhibits and schedules thereto and documents incorporated by reference therein) did not contain an untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that are required to be filed as exhibits to the SEC Documents have been filed as required. Except as set forth in Schedule 4.4, Seller has no liabilities, contingent or otherwise, other than liabilities incurred in the ordinary course of business that, under GAAP, are not required to be reflected in the financial statements included in Schedule 4.4. Except as set forth in Schedule 4.4, as of their respective dates, the financial statements of Seller included in the SEC Documents complied as to form in all material respects with applicable accounting requirements and the published rules and regulations of the Commission with respect thereto. The financial statements included in the SEC Documents have been and will be prepared in accordance with GAAP consistently applied at the times and during the periods involved (except (i) as may be otherwise indicated in such financial statements or the notes thereto, (ii) in the case of unaudited interim statements, to the extent they may exclude footnotes not prohibited by the Exchange Act, the Borrower will make available to the Administrative Agent and the Lenders, the annual reports and the information, documents and other reports (or may be condensed or summary statements, or (iii) copies of such portions of any of the foregoing as set forth in the SEC Documents)may by rules and regulations prescribe) that are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a U.S. corporation within the time periods specified therein with respect to an accelerated filer. The availability of the foregoing materials on the SEC’s website or on the Borrower’s website shall be deemed to satisfy the foregoing delivery obligations. In the event that the Borrower is no longer required to file such reports, documents and fairly present in all material respects information with the SEC pursuant to the Exchange Act, the Borrower will deliver to the Administrative Agent and the Lenders, (i) within 95 days after the end of each fiscal year, its audited consolidated balance sheet and related statements of income, stockholders’ equity and cash flows showing the financial position condition of Seller the Borrower and its consolidated subsidiaries as of the dates thereof close of such fiscal year and the results of its operations and the operations of such subsidiaries during such year, together with comparative figures for the immediately preceding fiscal year, all certified by its independent certified public accountants (which must be one of the “big 4” accounting firms) as fairly presenting the financial condition and results of operations of the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP except such financial statements will not be required to have adjustments required under GAAP related to periodic fair market value adjustments (including assessments of impairment) and deferred tax adjustments and (ii) within 50 days after the end of each of the first three fiscal quarters of each fiscal year, its consolidated balance sheet and related statements of income, stockholders’ equity and cash flows showing the financial condition of the Borrower and its consolidated subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods then ended (subject, in the case immediately preceding fiscal year, all certified by one of unaudited statementsits Financial Officers as fairly presenting the financial condition and results of operations of the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP except such financial statements will not be required to have adjustments required under GAAP related to periodic fair market value adjustments (including assessments of impairment) and deferred tax adjustments, financial statement notes and are subject to normal year-end audit adjustments). (c) So long as not contrary to the then current recommendations of the American Institute of Certified Public Accountants, the annual financial statements delivered pursuant to paragraph (b) above shall be accompanied by a written report of the Borrower’s independent certified public accountants (who shall be a firm of established national reputation) stating (A) that their audit examination has included a review of the terms of this Agreement and the Indebtedness hereunder as they relate to accounting matters, and (B) whether, in connection with their audit examination, any Default has come to their attention and if such a Default has come to their attention, specifying the nature and period of existence thereof; provided, however, that, without any restriction as to the scope of the audit examination, such independent certified public accountants shall not be liable by reason of any failure to obtain knowledge of any such Default that would not be disclosed in the course of an audit examination conducted in accordance with generally accepted auditing standards. (i) If any Default has occurred and is continuing or (ii) if the Administrative Agent seeks to exercise any remedy under this Agreement with respect to a claimed Default under this Agreement, the Borrower shall promptly, and in any event within five days after a Responsible Officer becoming aware thereof, deliver notice thereof to the Administrative Agent and each Lender, at its address set forth in Section 12.01 hereof, by registered or certified mail or by facsimile transmission followed by hard copy by registered or certified mail, accompanied by an Officer’s Certificate setting forth the details of the event or development requiring such notice and any action taken or proposed to be taken with respect thereto. (e) The Borrower will furnish to the Administrative Agent and each Lender:

Financial Statements; Other Information. Seller has The Borrower will furnish to the Administrative Agent (for delivery to the Lenders) and, in the case of clause (h), each requesting Lender: (a) within 120 days after the end of each fiscal year of the Borrower, but in no case earlier than when such report shall be required to be filed with the Securities and Exchange Commission, a copy of the Borrower’s Annual Report on Form 10 K filed with the Commission ("Commission") all reportsfor such year, schedules, registration statements and definitive proxy statements that Seller was or any similar annual report required to file with Commission on or after December 31, 2004 (collectively, be filed by the "SEC DOCUMENTS"). Seller is not aware of any event occurring or expected to occur as of the date of this Agreement (other than the transactions effected hereby) that would require the filing of, or with respect to which Seller intends to file, a Form 8-K after the date of this Agreement. Each SEC Document, as of the date of the filing thereof Borrower with the Commission (or provided that if amended or superseded by a filing prior the Borrower shall no longer be required to so file with the Commission, the Borrower will nonetheless thereafter continue to furnish to the Lenders such financial statements and related materials as would have comprised such filings, at such times as the Borrower would have otherwise delivered the same to the Commission), together with (x) customary management discussion and analysis of financial condition and results of operations and (y) an audit opinion by Deloitte & Touche LLP or other independent public accountants of recognized national standing with respect to the Borrower’s consolidated financial statements for such fiscal year (without a “going concern” or like qualification or exception (other than with respect to, or resulting from, an upcoming maturity date of this Agreement, then Debt that is scheduled to occur within one year from the time such opinion is delivered or any potential inability to satisfy any financial maintenance covenant on a future date or in a future period) and without any qualification or exception as to the date scope of such amending or superseding filing)audit except as to the effectiveness of internal control over financial reporting with respect to any subsidiary acquired during such fiscal year in accordance with Regulation S-X under the Exchange Act, complied as interpreted by the implementation guidance of the U.S. Securities Exchange Commission) to the effect that such consolidated financial statements present fairly in all material respects with the requirements financial condition and results of operations of the Securities Act of 1933, as amended ("Securities Act") or Securities Exchange Act of 1934, as amended ("Exchange Act"), as applicable, Borrower and the rules and regulations promulgated thereunder and, as of the date of such filing (or if amended or superseded by its consolidated subsidiaries on a filing prior to the date of this Agreement, then on the date of such filing), such SEC Document (including all exhibits and schedules thereto and documents incorporated by reference therein) did not contain an untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. All documents that are required to be filed as exhibits to the SEC Documents have been filed as required. Except as set forth in Schedule 4.4, Seller has no liabilities, contingent or otherwise, other than liabilities incurred in the ordinary course of business that, under GAAP, are not required to be reflected in the financial statements included in Schedule 4.4. Except as set forth in Schedule 4.4, as of their respective dates, the financial statements of Seller included in the SEC Documents complied as to form in all material respects with applicable accounting requirements and the published rules and regulations of the Commission with respect thereto. The financial statements included in the SEC Documents have been and will be prepared consolidated basis in accordance with GAAP consistently applied at the times and during the periods involved (except as approved by such accountants and disclosed therein); (b) within 60 days after the end of each of the first three quarters of each fiscal year of the Borrower, but in no case earlier than when such report shall be required to be filed with the Commission, a copy of the Borrower’s Quarterly Report on Form 10 Q filed with the Commission for such quarter, or any similar quarterly report required to be filed by the Borrower with the Commission (provided that if the Borrower shall no longer be required to so file with the Commission, the Borrower shall nonetheless thereafter continue to furnish to the Lenders such financial statements and related materials as would have comprised such filings, at such times as the Borrower would have otherwise delivered the same to the Commission), together with customary management discussion and analysis of financial condition and results of operations; (c) not later than 120 days following the first day of each fiscal year of the Borrower, a forecast (including projected quarterly income and cash flow statements and annual balance sheets for the Borrower and its Subsidiaries on a consolidated basis) with appropriate principal assumptions upon which such forecast is based; (d) simultaneously with the delivery of the reports referred to in clauses (a) and (b) above, a certificate of a Responsible Officer of the Borrower (i) as may be otherwise indicated in stating whether there exists on the date of such financial statements certificate any Default or Event of Default and setting forth the notes thereto, details thereof and the action which the Borrower is taking with respect thereto and (ii) in the case of unaudited interim statementscertificates delivered simultaneously with the delivery of the reports referred to in clause (a) above, setting forth in reasonable detail the calculations for Excess Cash Flow for such period and Available Amount as of the end of such period; (e) promptly after the sending or filing thereof, copies of all reports which the Borrower sends to any of its security holders, and copies of all reports and registration statements (other than Form S-8 or any similar form) which the Borrower files with the Commission or any national securities exchange; (f) concurrently with the delivery of financial statements pursuant to clause (a) above, a Perfection Certificate Supplement (or a certificate confirming that there has been no change in information since the date of the Perfection Certificate or latest Perfection Certificate Supplement), signed by a Responsible Officer of the Borrower; (g) simultaneously with the delivery of the reports referred to in clauses (a) and (b) above, the related consolidating financial statements reflecting adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements (or other reconciliation reasonably acceptable to the Administrative Agent); (h) promptly following any request therefor, information and documentation reasonably requested by the Administrative Agent or any Lender for purposes of compliance with applicable “know your customer” and anti-money-laundering rules and regulations, including, without limitation, the PATRIOT Act and the Beneficial Ownership Regulation; and (i) promptly following any reasonable request therefor, such other information regarding the operations, business affairs and financial position of the Borrower or any Restricted Subsidiary, or compliance with the terms of this Agreement, as the Administrative Agent (on its own behalf or at the request of any Lender) may reasonably request. Documents required to be delivered pursuant to this Section 5.01 (to the extent they may exclude footnotes or any such documents are included in materials otherwise filed with the Commission) may be condensed or summary statementsdelivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto on the Borrower’s website on the Internet at the website address listed on Schedule 9.01; or (iiiii) as set forth in on which such documents are posted on the SEC DocumentsBorrower’s behalf on the Platform (or such other Internet or intranet website, if any, to which each Lender and the Administrative Agent have access whether a commercial, third-party website or whether sponsored by the Administrative Agent); provided that (i) the Borrower shall deliver (including by electronic mail) paper copies of such documents to the Administrative Agent or any Lender upon its request to the Borrower to deliver such paper copies until a written request to cease delivering paper copies is given by the Administrative Agent or such Lender and (ii) the Borrower shall notify the Administrative Agent (by facsimile or electronic mail) of the posting of any such documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such documents. The Administrative Agent shall have no obligation to request the delivery of or to maintain paper copies of the documents referred to above, and fairly present in all material respects any event shall have no responsibility to monitor compliance by the financial position Borrower with any such request by a Lender for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of Seller as of the dates thereof and the results of its operations and cash flows for the periods then ended (subject, in the case of unaudited statements, to normal year-end adjustments)such documents.

Financial Statements; Other Information. Seller has filed with The Borrower will furnish to the Securities Administrative Agent and Exchange Commission each Lender: ("Commission"a) all reports, schedules, registration statements as soon as available and definitive proxy statements that Seller was required to file with Commission on or after December 31, 2004 (collectively, the "SEC DOCUMENTS"). Seller is not aware of in any event occurring or expected to occur as of the date of this Agreement (other than the transactions effected hereby) that would require the filing of, or with respect to which Seller intends to file, a Form 8-K within five days after the date of this Agreement. Each SEC Document, as of the date of the filing thereof with the Commission (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of which such amending or superseding filing), complied in all material respects with the requirements of the Securities Act of 1933, as amended ("Securities Act") or Securities Exchange Act of 1934, as amended ("Exchange Act"), as applicable, and the rules and regulations promulgated thereunder and, as of the date of such filing (or if amended or superseded by a filing prior to the date of this Agreement, then on the date of such filing), such SEC Document (including all exhibits and schedules thereto and documents incorporated by reference therein) did not contain an untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the financial statements therein, in light of the circumstances under which they were made, not misleading. All documents that are required to be filed as exhibits to with the SEC Documents have been filed as required. Except as set forth in Schedule 4.4(after giving effect to permitted extensions) (or, Seller has no liabilities, contingent or otherwise, other than liabilities incurred in the ordinary course of business that, under GAAP, if such financial statements are not required to be reflected filed with the SEC, on or before the date that is 90 days after the end of each such fiscal year), the audited Consolidated balance sheet and related statements of operations, shareholders’ equity and cash flows of Borrower and its Subsidiaries as of the end of and for such year, setting forth in each case in comparative form the figures for the previous fiscal year, all reported on by an independent public accounting firm reasonably acceptable to Administrative Agent (without a “going concern” or like qualification or exception (other than with respect to, or resulting from the occurrence of the Maturity Date within one year from the date such opinion is delivered) and without any qualification or exception as to the scope of such audit) to the effect that such Consolidated financial statements included in Schedule 4.4. Except as set forth in Schedule 4.4, as of their respective dates, the financial statements of Seller included in the SEC Documents complied as to form in all material respects with applicable accounting requirements and the published rules and regulations of the Commission with respect thereto. The financial statements included in the SEC Documents have been and will be prepared in accordance with GAAP consistently applied at the times and during the periods involved (except (i) as may be otherwise indicated in such financial statements or the notes thereto, (ii) in the case of unaudited interim statements, to the extent they may exclude footnotes or may be condensed or summary statements, or (iii) as set forth in the SEC Documents), and present fairly present in all material respects the financial position condition and results of Seller operations of Borrower and its Subsidiaries on a Consolidated basis in accordance with GAAP consistently applied. Such consolidated financial statements shall include condensed consolidating schedules showing the balance sheets, statements of operations, and statements of cash flows showing the separate accounts of the Borrower, the Restricted Subsidiaries, and the Unrestricted Subsidiaries for the same periods presented for the consolidated financial statements of the Borrower and its Subsidiaries; (b) as soon as available and in any event within five days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each of the first three quarterly accounting periods in each fiscal year of the Borrower (or, if such financial statements are not required to be filed with the SEC, on or before the date that is forty-five (45) days after the end of each such quarterly accounting period), (i) the Consolidated balance sheet and related statements of operations, shareholders’ equity and cash flows of Borrower and its Subsidiaries as of the dates thereof end of and for such fiscal quarter and the then elapsed portion of the fiscal year, such Consolidated financial statements shall be certified by Borrower’s Financial Officer as presenting fairly in all material respects the financial condition and results of operations of Borrower and its operations and cash flows for the periods then ended (subjectSubsidiaries on a Consolidated basis in accordance with GAAP consistently applied, in the case of unaudited statements, subject to normal year-end adjustmentsaudit adjustments and the absence of footnotes. Such consolidated financial statements shall include condensed consolidating schedules showing the balance sheets, statements of operations, and statements of cash flows showing the separate accounts of the Borrower, the Restricted Subsidiaries, and the Unrestricted Subsidiaries for the same periods presented for the consolidated financial statements of the Borrower and its Subsidiaries; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) above, a certificate in a form reasonably acceptable to Administrative Agent signed by a Financial Officer of Borrower (i) certifying (A) that he or she has reviewed the Loan Documents and (B) as to whether a Default has occurred and, if a Default has occurred, specifying the details thereof and any action taken or proposed to be taken with respect thereto and (ii) setting forth reasonably detailed calculations demonstrating compliance with Section 7.11 or Section 7.12, as applicable; (d) [reserved;] (e) as soon as available, and in any event no later than March 15 of each calendar year, a report describing by lease or unit the gross volume of production and sales attributable to production during such previous fiscal year from the properties described in the most recent Reserve Report and describing the related severance taxes, other taxes, leasehold operating expenses, and capital costs attributable thereto and incurred during such previous fiscal year; (f) if requested by Administrative Agent, within sixty (60) days after the end of each fiscal quarter, a list, by name and address, of those Persons who have purchased production during such fiscal quarter from the Oil and Gas Interests, giving each such purchaser’s owner number for the Credit Parties and each such purchaser’s property number for each such Oil and Gas Interest; (g) as soon as available, and in any event no later than March 15 of each calendar year, and promptly following notice of a Special Redetermination requested by the Borrower under Section 3.04, the Reserve Report required on such date pursuant to Section 3.02. The Reserve Report shall be reasonably satisfactory to Administrative Agent, shall take into account any “over-produced” status under gas balancing arrangements, and shall contain information and analysis comparable in scope to that contained in the Reserve Report used to determine the Initial Borrowing Base. The Reserve Report shall distinguish (or shall be delivered together with a certificate from an appropriate officer of Borrower which distinguishes) those properties treated in the report which are Mortgaged Properties from those properties treated in the report which are not Mortgaged Properties; (h) as soon as available, and in any event within forty-five (45) days after the end of each fiscal quarter, a certificate of a Financial Officer of Borrower setting forth as of the end of such fiscal quarter, (i) a complete list of all Hedging Contracts of the Borrower and its Subsidiaries, the material terms thereof (including the type, term, effective date, termination date and notional amounts or volumes), the net xxxx to market value thereof, any margin required or supplied under any credit support document, and the counterparty to each such Hedging Contract, and (ii) the aggregate Projected Oil and Gas Production for the forthcoming five (5) year period; (i) as soon as available, and in any event within ninety (90) days after the end of each fiscal year, a business and financial plan for Borrower, together with a capital expenditure schedule for Borrower (in form consistent with previous business and financial plans previously provided to Administrative Agent under the Existing Credit Agreement), setting forth for the first year thereof, monthly or quarterly financial projections and budgets for such Borrower, and thereafter yearly financial projections and budgets during the Availability Period; (j) if Borrower or any of their respective Restricted Subsidiaries makes an Qualified Acquisition or Qualified Disposition of assets during any fiscal quarter and such assets are included in the calculation of Consolidated EBITDAX for such fiscal quarter, the Borrower shall deliver to Administrative Agent and Lenders, together with the financial statements described in Section 6.01(a) or (b), as applicable, pro forma financial statements of Borrower for such period prepared on a Consolidated basis as if such assets had been Acquired or Disposed of, as applicable, on the first day of such fiscal quarter; (k) concurrently with the delivery of the Reserve Report required under paragraph (g) above and from time to time at the Borrower’s election; supplements to Schedule 4.19 to the extent necessary to ensure any such representations and warranties relating to Schedule 4.19 are true and correct in all material respects; provided that such supplements shall not include disclosure of any contract, agreement, arrangement, event, occurrence, condition or other information which, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect; provided further that the delivery or receipt of such subsequent disclosure shall not constitute a waiver by the Administrative Agent or any Lender or a cure of any Default or Event of Default resulting in connection with the matters disclosed on such supplement; (l) promptly following any request therefor, such other information regarding the operations, business affairs and financial condition of any Credit Party, or compliance with the terms of this Agreement, as the Administrative Agent or any Lender may reasonably request, including, without limitation, the delivery of consolidating financial statements of Borrower and its Subsidiaries; and (m) together with the Reserve Reports required under paragraph (g) above, a complete list of all Hedging Contracts of the Borrower and its Subsidiaries then in effect, the material terms thereof (including the type, term, effective date, termination date and notional amounts or volumes), the net xxxx to market value thereof, any margin required or supplied under any credit support document, and the counterparty to each such Hedging Contract.