Common use of Financial Statements; Pro Forma Balance Sheet Clause in Contracts

Financial Statements; Pro Forma Balance Sheet. On or before the Effective Date, Lenders shall have received from Company: (i) audited financial statements of Borrowers, consisting of combined balance sheets for Fiscal Years ended September 30, 1997, 1996 and 1995, and the combined statements of operations and cash flows for Fiscal Years ended September 30, 1997, 1996 and 1995; (ii) unaudited financial statements of Borrowers as at November 30, 1997, consisting of a combined balance sheet and the related combined statement of operations and cash flows for the two-month period ending on such date, all in reasonable detail and certified by the chief financial officer of Company that they fairly present the financial condition of Borrowers as at the dates indicated and the results of its operations and its cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments; (iii) pro forma combined balance sheet of Company and its Subsidiaries as at the Effective Date, prepared in accordance with GAAP and reflecting the consummation of the Transactions which pro forma financial statements shall be in form and substance satisfactory to Lenders; and (iv) projected financial statements of Company and its Subsidiaries consisting of a combined balance sheet and the related combined statements of operations and cash flows for the five-year period after the Effective Date (including financial projections for each month during the twelve-month period following the Effective Date), which financial projections shall be in form and substance satisfactory to Lenders.

Financial Statements; Pro Forma Balance Sheet. On or before the Effective Closing Date, Lenders Agents shall have received from Company: Company (i) audited consolidated financial statements of BorrowersCompany and its Subsidiaries for Fiscal Years 1995, 1996 and 1997, consisting of combined consolidated balance sheets for Fiscal Years ended September 30, 1997, 1996 and 1995, and the combined related consolidated statements of operations income, partners capital and cash flows for such Fiscal Years ended September 30Years, 1997, 1996 and 1995; (ii) unaudited consolidated financial statements of Borrowers as at November 30, 1997Company and its Subsidiaries for each fiscal month and Fiscal Quarter ended subsequent to the date of the most recent financial statements delivered pursuant to clause (i), consisting of a combined consolidated balance sheet sheets and the related combined statement consolidated statements of operations income, partner's capital, and cash flows for the two-month period ending on such dateperiods, all in reasonable detail and certified by the chief principal financial officer or principal accounting officer of Company that they fairly present present, in all material respects, the financial condition of Borrowers Company and its Subsidiaries as at the dates indicated and the results of its their operations and its their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments; adjustments and the absence of footnotes, and (iii) pro forma combined consolidated balance sheet sheets of Company and its Subsidiaries as at the Effective Datedate of the most recent consolidated balance sheet delivered pursuant to clause (ii), prepared in accordance with GAAP and reflecting the consummation of the Transactions Recapitalization Transactions, the related financings and the other transactions contemplated by the Loan Documents and the Related Agreements as if such transactions had occurred on such date, which pro forma financial statements shall be in form and substance reasonably satisfactory to Lenders; and (iv) projected financial statements of Company and its Subsidiaries consisting of a combined balance sheet and the related combined statements of operations and cash flows for the five-year period after the Effective Date (including financial projections for each month during the twelve-month period following the Effective Date), which financial projections shall be in form and substance satisfactory to LendersAgents.

Financial Statements; Pro Forma Balance Sheet. On or before the Effective Closing Date, Lenders shall have received from Company: (i) audited financial statements of BorrowersCompany and its Subsidiaries for the Fiscal Year ended December 31, 1997, consisting of combined a consolidated balance sheets for Fiscal Years ended September 30, 1997, 1996 and 1995, sheet and the combined related consolidated statements of operations operations, shareholders' equity and cash flows for such Fiscal Years Year, all in reasonable detail and certified by the chief financial officer of Company that they fairly present in all material respects the financial condition of Company and its Subsidiaries as at such date and the results of the operations of Company and its Subsidiaries for the period ended September 30on such date, 1997, 1996 and 1995all in accordance with GAAP; provided that such audited financial statements shall not differ in any material respect from the draft audited financial statements previously delivered to Syndication Agent; (ii) unaudited financial statements of Borrowers Company and its Subsidiaries as at November 30March 31, 19971998, consisting of a combined balance sheet and the related combined statement consolidated and consolidating statements of operations operations, stockholders' equity and cash flows for the twothree-month period ending on such date, all in reasonable detail and certified by the chief financial officer of Company that they fairly present in all material respects the financial condition of Borrowers Company and its Subsidiaries as at the dates indicated and the results of its their operations and its their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments; ; (iii) pro forma combined consolidated balance sheet of Company and its Subsidiaries as at the Effective DateMarch 31, 1998, prepared in accordance with GAAP and reflecting the consummation of the Transactions transactions contemplated by the Loan Documents and the Related Agreements, which pro forma financial statements shall be in form and substance satisfactory to Lenders; and (iv) projected financial statements of Company and its Subsidiaries consisting of a combined balance sheet and the related combined statements of operations and cash flows for the five-year period after the Effective Date (including financial projections for each month during the twelve-month period following the Effective Date), which financial projections shall be in form and substance satisfactory to Lenders.

Financial Statements; Pro Forma Balance Sheet. On or before the Effective Closing Date, Lenders shall have received from Company: Company (i) audited consolidated financial statements of BorrowersCompany and its Subsidiaries for Fiscal Years 1995, 1996 and 1997, consisting of combined consolidated balance sheets for Fiscal Years ended September 30, 1997, 1996 and 1995, and the combined related consolidated statements of operations income, partners capital and cash flows for such Fiscal Years ended September 30Years, 1997, 1996 and 1995; (ii) unaudited consolidated financial statements of Borrowers as at November 30, 1997Company and its Subsidiaries for each fiscal month and Fiscal Quarter ended subsequent to the date of the most recent financial statements delivered pursuant to clause (i), consisting of a combined consolidated balance sheet sheets and the related combined statement consolidated statements of operations income, partner's capital, and cash flows for the two-month period ending on such dateperiods, all in reasonable detail and certified by the chief principal financial officer or principal accounting officer of Company that they fairly present present, in all material respects, the financial condition of Borrowers Company and its Subsidiaries as at the dates indicated and the results of its their operations and its their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments; adjustments and the absence of footnotes, and (iii) pro forma combined consolidated balance sheet sheets of Company and its Subsidiaries as at the Effective Datedate of the most recent consolidated balance sheet delivered pursuant to clause (ii), prepared in accordance with GAAP and reflecting the consummation of the Transactions Recapitalization Transactions, the related financings and the other transactions contemplated by the Loan Documents and the Related Agreements as if such transactions had occurred on such date, which pro forma financial statements shall be in form and substance satisfactory to Lenders; and (iv) projected financial statements of Company and its Subsidiaries consisting of a combined balance sheet and the related combined statements of operations and cash flows for the five-year period after the Effective Date (including financial projections for each month during the twelve-month period following the Effective Date), which financial projections shall be in form and substance reasonably satisfactory to Lenders.

Financial Statements; Pro Forma Balance Sheet. On or before the Effective Closing Date, Agents and Lenders shall have received from Company: Company (i) audited financial statements of Borrowers, consisting of combined balance sheets for Fiscal Years ended September 30, 1997, 1996 and 1995, and the combined statements of operations and cash flows for Fiscal Years ended September 30, 1997, 1996 and 1995; (ii) unaudited financial statements of Borrowers as at November 30, 1997Xxxxxx and its Subsidiaries for each fiscal quarter and each month thereafter for which financial statements were prepared in the ordinary course, consisting of a combined balance sheet and the related combined statement consolidated and consolidating statements of operations income, stockholders' equity and cash flows for the two-month period ending on such dateperiods then ending, all in reasonable detail and certified by the chief financial officer of Company Xxxxxx that they fairly present the financial condition of Borrowers Xxxxxx and its Subsidiaries as at the dates indicated and the results of its their operations and its their cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments; , (iiiii) pro forma combined --- ----- consolidated balance sheet sheets of Company and its Subsidiaries as at the Effective Closing Date, prepared in accordance with GAAP and reflecting the consummation of the Transactions which pro forma financial statements shall be in form Merger, the sale of the Fort Xxxxx MSA Cellular System, the related financings and substance satisfactory to Lenders; and the other transactions contemplated by the Loan Documents and the Related Agreements, and (iviii) projected financial statements (including balance sheets and statements of operations, stockholders' equity and cash flows) of Company and its Subsidiaries consisting of a combined balance sheet and the related combined statements of operations and cash flows for the fivenine-year period after the Effective Date (including Closing Date, all of the foregoing financial projections for each month during the twelve-month period following the Effective Date), which financial statements and projections shall be in form and substance satisfactory to Agents and Lenders.