Common use of Financial Statements; Solvency Clause in Contracts

Financial Statements; Solvency. (a) There has been furnished to the Lenders (i) audited consolidated financial statements of the Borrowers dated the Balance Sheet Date and (ii) consolidated financial statements of the Borrowers dated the Interim Balance Sheet Date. Said financial statements have been prepared in accordance with GAAP and fairly present in all material respects the financial condition of the Borrowers on a consolidated basis, as at the close of business on the respective dates thereof and the results of operations for the respective periods then ended. There are no contingent liabilities of the Borrowers involving material amounts, known to the officers of the Borrowers, which have not been disclosed in said balance sheets and the related notes thereto or otherwise in writing to the Lenders. (b) The Borrowers on a consolidated basis (both before and after giving effect to the transactions contemplated by this Credit Agreement) are and will be solvent (i.e., they have assets having a fair value in excess of the amount required to pay their probable liabilities on their existing debts as they become absolute and matured) and have, and expect to have, the ability to pay their debts from time to time incurred in connection therewith as such debts mature.

Financial Statements; Solvency. (a) There has been furnished to the Lenders (i) audited consolidated financial statements of the Borrowers dated the Balance Sheet Date and (ii) consolidated financial statements of the Borrowers dated the Interim Balance Sheet Date. Said financial statements have been prepared in accordance with GAAP and fairly present in all material respects the financial condition of the Borrowers on a consolidated basis, as at the close of business on the respective dates thereof and the results of operations for the respective periods then ended. There are no contingent liabilities of the Borrowers involving material amounts, known to the officers of the Borrowers, which have not been disclosed in said balance sheets and the related notes thereto or otherwise in writing to the Lenders. (b) . The Borrowers on a consolidated basis (both before and after giving effect to the transactions contemplated by this Credit Agreement) are and will be solvent (i.e., they have assets having a fair value in excess of the amount required to pay their probable liabilities on their existing debts as they become absolute and matured) and have, and expect to have, the ability to pay their debts from time to time incurred in connection therewith as such debts mature.

Financial Statements; Solvency. (a) There has have been furnished to the Lenders (i) audited consolidated financial statements balance sheets of the Borrowers WMI dated the Balance Sheet Date and (ii) consolidated financial statements of operations for the Borrowers dated the Interim Balance Sheet Datefiscal periods then ended, certified by Accountants. Said financial All said balance sheets and statements of operations have been prepared in accordance with GAAP (but, in the case of any of such financial statements which are unaudited, only to the extent GAAP is applicable to interim unaudited reports), and fairly present present, in all material respects respects, the financial condition of the Borrowers WMI on a consolidated basis, basis as at the close of business on the respective dates thereof Balance Sheet Date and the results of operations for the respective periods period then ended. There are no contingent liabilities of the Borrowers WMI and its Subsidiaries involving material amounts, known to the officers of any of the BorrowersObligors, which have not been disclosed in said balance sheets and the related notes thereto or otherwise in writing to the Lenders. (b) The Borrowers Each of the Obligors on a consolidated basis (both before and after giving effect to the transactions contemplated by this Credit Agreement) are and will be is solvent (i.e., they have it has assets having a fair value in excess of the amount required to pay their its probable liabilities on their its existing debts as they become absolute and matured) and havehas, and expect expects to have, the ability to pay their its debts from time to time incurred in connection therewith as such debts mature.

Financial Statements; Solvency. (a) There has been furnished to the Lenders Lender (i) audited the consolidated financial statements balance sheet of the Borrowers dated the Balance Sheet Date and consolidated statements of operations for the fiscal year then ended, certified by Coopers & Lybrand or such other independent accounting firm acceptablx xx xxe Lender (the "Accountants"), and (ii) a consolidated financial statements and consolidating balance sheet and related consolidated and consolidating statement of operations of the Borrowers dated the Interim Balance Sheet DateDate for the fiscal quarter then ended. Said financial balance sheets and statements of operations have been prepared in accordance with GAAP and GAAP, fairly present in all material respects the financial condition of the Borrowers on a consolidated basis, as at the close of business on the respective dates date thereof and the results of operations for the respective periods period then ended. There are no contingent liabilities of the Borrowers as of such date involving material amounts, amounts of $100,000 or more in the aggregate known to the officers of the Borrowers, Borrowers which have not been disclosed in said balance sheets and the related notes thereto or otherwise in writing to thereto, as the Lenderscase may be. (b) The Borrowers on a consolidated basis (both before and after giving effect to the transactions contemplated by this Credit Agreement) are and will be solvent (i.e.I.E., they have assets having a fair value in excess of the amount required to pay their probable liabilities on their existing debts as they become absolute and matured) and have, and expect to have, the ability to pay their debts from time to time incurred in connection therewith as such debts mature.

Financial Statements; Solvency. (a) There has been furnished to the Lenders (i) audited Agent a consolidated financial statements balance sheet of the Borrowers and their Subsidiaries dated the Balance Sheet Date Date, and (ii) a consolidated financial statements statement of operations for the Borrowers dated fiscal year then ended, certified by the Interim Balance Sheet DateBorrowers' independent certified public accountants. Said financial statements Such balance sheet and statement of operations have been prepared in accordance with GAAP Generally Accepted Accounting Principles and fairly present in all material respects the financial condition of the Borrowers on a consolidated basis, as at the close of business on the respective dates date thereof and the results of operations for the respective periods period then ended. There are no contingent liabilities of the Borrowers or any of their Subsidiaries as of such date involving material amounts, known to the officers of any of the Borrowers, which have Borrowers not been disclosed in said balance sheets sheet and the related notes thereto or otherwise in writing to the Lendersthereto. (b) The Borrowers on a consolidated basis (both before and after giving effect to the transactions contemplated by this Credit Agreement) are and will be solvent (i.e.solvent, they have assets having a fair value in excess of the amount required to pay their probable liabilities on their existing debts as they become absolute and matured) , and have, and expect to will have, access to adequate capital for the conduct of their business and the ability to pay their debts from time to time incurred in connection therewith as such debts mature.

Financial Statements; Solvency. (a) There has been furnished to the Lenders (i) audited Bank a consolidated financial statements balance sheet of the Borrowers and their Subsidiaries dated the Balance Sheet Date Date, and (ii) a consolidated financial statements statement of operations for the Borrowers dated fiscal year then ended, certified by the Interim Balance Sheet DateBorrowers' independent certified public accountants. Said financial statements Such balance sheet and statement of operations have been prepared in accordance with GAAP Generally Accepted Accounting Principles and fairly present in all material respects the financial condition of the Borrowers on a consolidated basis, as at the close of business on the respective dates date thereof and the results of operations for the respective periods period then ended. There are no contingent liabilities of the Borrowers or any of their Subsidiaries as of such date involving material amounts, known to the officers of any of the Borrowers, which have Borrowers not been disclosed in said balance sheets sheet and the related notes thereto or otherwise in writing to the Lendersthereto. (b) The Borrowers on a consolidated basis (both before and after giving effect to the transactions contemplated by this Credit Agreement) are and will be solvent (i.e.solvent, they have assets having a fair value in excess of the amount required to pay their probable liabilities on their existing debts as they become absolute and matured) , and have, and expect to will have, access to adequate capital for the conduct of their business and the ability to pay their debts from time to time incurred in connection therewith as such debts mature.