Common use of Interim Reports Clause in Contracts

Interim Reports. (a) Promptly when available and in any event within 60 days after the end of each Fiscal Quarter, consolidated (and upon Agent’s reasonable request consolidating) balance sheets of Borrower and its Subsidiaries as of the end of such Fiscal Quarter, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and cash flows for such Fiscal Quarter and for the period beginning with the first day of such Fiscal Year and ending on the last day of such Fiscal Quarter, together with a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by the chief financial officer or other executive officer of Borrower; and (b) promptly when available and in any event within 45 days after the end of each month (including any such month that is the end of a Fiscal Quarter), (i) consolidated (and upon Agent’s reasonable request consolidating) balance sheets of Borrower and its Subsidiaries as of the end of such month, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and a consolidated (and upon Agent’s reasonable request consolidating) statement of cash flows for such month and for the period beginning with the first day of such Fiscal Year and ending on the last day of such month, together with a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by the chief financial officer or other executive officer of Borrower, (ii) a written statement of Borrower’s management setting forth a discussion of Borrower’s financial condition, changes in financial condition and results of operations and (iii) updated Schedules 5.18(a) and (b) setting forth any changes to the disclosures set forth in such schedules as most recently provided to Agent or, as applicable, a written statement of Borrower’s management stating that there have been no changes to such disclosures as most recently provided to Agent. CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT AND THE NON-PUBLIC INFORMATION HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.

Interim Reports. (a) Promptly when available and in any event within 60 days after the end of each Fiscal Quarter, (i) unaudited financial statements of Australian Borrower and its Subsidiaries for such Fiscal Quarter, including therein consolidated (and upon Agent’s reasonable request consolidating) consolidating balance sheets of Australian Borrower and its Subsidiaries as of the end of such Fiscal Quarter, together with consolidated (and upon Agent’s reasonable request consolidating) consolidating statements of earnings and cash flows for such Fiscal Quarter and for the period beginning with the first day of such Fiscal Year and ending on the last day of such Fiscal Quarter, together which financial statements shall be prepared in accordance with GAAP (subject to the absence of footnotes and to normal year-end adjustments) and shall present fairly in all material respects the consolidated financial condition of Australian Borrower and its Subsidiaries as at such dates and the results of its operations for the periods then ended; and (ii) a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, in the case of each of the items in clauses (i) and (ii), certified by the chief financial officer or other another executive officer of Australian Borrower; and ; (b) promptly Promptly when available and in any event within 45 30 days after the end of each month (including any such month that is not the end of a Fiscal Quarter), (i) unaudited financial statements of Australian Borrower and its Subsidiaries for such Fiscal Quarter, including therein consolidated (and upon Agent’s reasonable request consolidating) consolidating balance sheets of Australian Borrower and its Subsidiaries as of the end of such month, together with consolidated (and upon Agent’s reasonable request consolidating) consolidating statements of earnings and a consolidated (and upon Agent’s reasonable request consolidating) statement of cash flows for such month and for the period beginning with the first day of such Fiscal Year and ending on the last day of such month, together which financial statements shall be prepared in accordance with GAAP (subject to the absence of footnotes and to normal year-end adjustments) and shall present fairly in all material respects the consolidated financial condition of Australian Borrower and its Subsidiaries as at such dates and the results of its operations for the periods then ended; and (ii) a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, in the case of each of the items in clauses (i) and (ii), certified by the chief financial officer or other executive officer of Australian Borrower; and (c) Together with the delivery of financial statements provided for in Sections 7.1.2(a) and (b), (iii) a written statement of Australian Borrower’s management setting forth a discussion of Australian Borrower’s and its Subsidiaries’ financial condition, changes in financial condition and results of operations and (iiiii) updated updates to Schedules 5.18(a6.18(a) and (b) setting forth any changes to the disclosures set forth in such schedules as most recently provided to Agent Agent, or, as applicable, a written statement of Australian Borrower’s management stating that there have been no changes to such disclosures as most recently provided to Agent. CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT AND THE NON-PUBLIC INFORMATION HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.

Interim Reports. (a) Promptly when available and in any event within 60 forty-five (45) days after the end of each Fiscal Quarter (unless Borrower files a Notice of Late Filing (12b-25 Notice) in which case such report shall be due within fifty (50) days of the end of the relevant Fiscal Quarter), unaudited consolidated (and upon Agent’s reasonable request consolidating) balance sheets of Borrower and its Subsidiaries Loan Parties as of the end of such Fiscal Quarter, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and cash flows for such Fiscal Quarter and for the period beginning with the first day of such Fiscal Year and ending on the last day of such Fiscal Quarter, together with a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal YearYear (which may be in preliminary form), certified by the chief financial officer or other executive officer of Borrower; provided, that, for as long as Borrower’s Equity Interests are listed on the NASDAQ exchange, Borrower’s prompt filing of such annual report described in this Section 6.1.2(a) with the U.S. Securities and Exchange Commission shall satisfy Borrower’s obligations under this Section 6.1.2(a). (b) promptly when available and in any event within 45 days after the end of Together with each month such quarterly report to be delivered pursuant to clause (including any such month that is the end of a Fiscal Quarter)a) above, Borrower shall provide to Agent (i) consolidated (and upon Agent’s reasonable request consolidating) balance sheets of Borrower and its Subsidiaries as of the end of such month, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and a consolidated (and upon Agent’s reasonable request consolidating) statement of cash flows for such month and for the period beginning with the first day of such Fiscal Year and ending on the last day of such month, together with a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by the chief financial officer or other executive officer of Borrower, (ii) a written statement of Borrower’s management in setting forth a summary discussion of Borrower’s financial condition, changes in financial condition and results of operations operations, and (iiiii) to the extent necessary to ensure the accuracy of any representations and warranties when made or deemed made, updated Schedules 5.18(a) and (b) to this Agreement, as applicable, setting forth any material changes to the disclosures set forth in such schedules as most recently provided to Agent or, as applicable, a written statement of Borrower’s management stating that there have been no changes to such disclosures as most recently provided to Agent. CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT AND THE NON. (c) Promptly when available and in any event within five (5) days after the end of each calendar month, a statement of prior month-PUBLIC INFORMATION HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSIONend Consolidated Unencumbered Liquid Assets of Loan Parties in form and substance reasonably acceptable to Agent.

Interim Reports. (a) Promptly when available and in any event within 60 days forty-five (45) days: (i) after the end of each of the first three Fiscal Quarters of each Fiscal Year (unless Borrower files a Notice of Late Filing (12b-25 Notice) in which case such report shall be due within fifty (50) days of the end of the relevant Fiscal Quarter), unaudited consolidated (and upon Agent’s reasonable request consolidating) balance sheets of Borrower and its Subsidiaries as of the end of such Fiscal Quarter, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and cash flows for such Fiscal Quarter and for the period beginning with the first day of such Fiscal Year and ending on the last day of such Fiscal Quarter, together with a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by Year (which may be in preliminary form and subject to normal year-end audit adjustments and the chief financial officer or other executive officer absence of Borrowerfootnotes); and and (bii) promptly when available and in any event within 45 days after the end of the last Fiscal Quarter of each month (including any such month that is the end of a Fiscal Quarter)Year, (i) unaudited consolidated (and upon Agent’s reasonable request consolidating) balance sheets of Borrower and its Subsidiaries as of the end of such monthFiscal Quarter, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and a consolidated (and upon Agent’s reasonable request consolidating) statement of cash flows for such month Fiscal Quarter and for the period beginning with the first day of such Fiscal Year and ending on the last day of such monthFiscal Quarter (which may be in preliminary form and subject to normal year-end audit adjustments and the absence of footnotes). [Biolase] Credit Agreement #61304369 (b) Together with each such quarterly report to be delivered pursuant to clause (a)(i) above, together with a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by the chief financial officer or other executive officer of Borrower, (ii) Borrower shall provide to Agent a written statement of Borrower’s management setting forth a summary discussion of Borrower’s financial condition, changes in financial condition and results of operations (which requirement shall be satisfied by the filing by Borrower with the SEC of Management’s Discussion and Analysis of Financial Condition and Results of Operations). (iiic) Promptly when available and in any event within thirty (30) days after the end of each calendar month, monthly management and sales reports of Borrower and its Subsidiaries, which reports shall be in form and substance consistence with the past practice of the Borrower (as such form may be updated Schedules 5.18(a) and (b) setting forth any changes to in the disclosures set forth in such schedules as most recently provided to Agent or, as applicable, a written statement ordinary course of business of the Borrower’s management stating that there have been no changes to such disclosures as most recently provided to Agent. CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT AND THE NON-PUBLIC INFORMATION HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.

Interim Reports. (ai) Promptly when available and in any event within 60 45 days after the end of each of the first three Fiscal Quarters of each Fiscal Year (or such earlier or later date as Form 10-Qs of the Parent are required to be filed by the SEC taking into account any extension granted by the SEC, provided the Parent gives the Administrative Agent prompt written notice of such extension), unaudited consolidated financial statements of the Parent and its Subsidiaries for such Fiscal Quarter, including therein consolidated (and upon Agent’s reasonable request consolidating) balance sheets and statements of Borrower operations and its Subsidiaries cash flows as of the end of such Fiscal Quarter, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and cash flows for such Fiscal Quarter and for the period beginning with the first day of such Fiscal Year and ending on the last day of such Fiscal Quarter, in each case, prepared in accordance with GAAP, consistently applied and certified by the chief financial officer of the Parent as fairly presenting in all material respects the financial condition of the Parent and its Subsidiaries as at the date thereof together with (A) a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal YearYear and (B) a consolidating balance sheet of the Parent and its Subsidiaries as of the end of such Fiscal Quarter and consolidating statement of earnings and cash flows for the Parent and its Subsidiaries for such Fiscal Quarter, in each case, prepared in accordance with GAAP (other than with respect to the absence of footnotes and normal year end audit adjustments) certified by the chief financial officer or other executive officer of Borrowerthe Parent as fairly presenting in all material respects the financial condition of such entities as at the date and for the period covered; and (bii) promptly when available and in any event within 45 days after the end of the first two fiscal months of each Fiscal Year, and 30 days after the end of each other fiscal month of the Parent (including any such month that is other than the end of a fiscal month which is also a Fiscal QuarterQuarter or Fiscal Year end), (i) unaudited consolidated (and upon Agent’s reasonable request consolidating) balance sheets financial statements of Borrower the Parent and its Subsidiaries for such fiscal month, including therein consolidated balance sheets and statements of earnings and cash flows as of the end of such month, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and a consolidated (and upon Agent’s reasonable request consolidating) statement of cash flows for such fiscal month and for the period beginning with the first day of such Fiscal Year and ending on the last day of such fiscal month, in each case, prepared in accordance with GAAP, consistently applied and certified by the chief financial officer of the Parent as fairly presenting in all material respects the financial condition of the Parent and its Subsidiaries as at the date thereof together with (A) a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal YearYear and (B) a consolidating balance sheet of the Parent and its Subsidiaries as of the end of such month and consolidating statement of earnings and cash flows for the Parent and its Subsidiaries for such month, in each case, prepared in accordance with GAAP (other than with respect to the absence of footnotes and normal year-end audit adjustments) certified by the chief financial officer or other executive officer of Borrower, (ii) a written statement of Borrower’s management setting forth a discussion of Borrower’s financial condition, changes the Parent as fairly presenting in all material respects the financial condition of such entities as at the date and results of operations and (iii) updated Schedules 5.18(a) and (b) setting forth any changes for the period covered; provided that with respect to the disclosures set forth foregoing relating to any Fiscal Quarter, to the extent the Parent’s quarterly report on Form 10-Q for such quarter shall satisfy the requirements of clause (i) of this Section 7.01(b), the Administrative Agent and the Lenders will accept such Form 10-Q in lieu of such schedules as most recently provided to Agent or, as applicable, a written statement of Borrower’s management stating that there have been no changes to such disclosures as most recently provided to Agent. CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT AND THE NON-PUBLIC INFORMATION HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSIONitem.

Interim Reports. (a) Promptly when available and in any event within 60 days forty-five (45) days: (i) after the end of each of the first three Fiscal Quarters of each Fiscal Year (unless Borrower files a Notice of Late Filing (12b-25 Notice) in which case such report shall be due within fifty (50) days of the end of the relevant Fiscal Quarter), unaudited consolidated (and upon Agent’s reasonable request consolidating) balance sheets of Borrower and its Subsidiaries as of the end of such Fiscal Quarter, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and cash flows for such Fiscal Quarter and for the period beginning with the first day of such Fiscal Year and ending on the last day of such Fiscal Quarter, together with a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by Year (which may be in preliminary form and subject to normal year-end audit adjustments and the chief financial officer or other executive officer absence of Borrowerfootnotes); and and (bii) promptly when available and in any event within 45 days after the end of the last Fiscal Quarter of each month (including any such month that is the end of a Fiscal Quarter)Year, (i) unaudited consolidated (and upon Agent’s reasonable request consolidating) balance sheets of Borrower and its Subsidiaries as of the end of such monthFiscal Quarter, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and a consolidated (and upon Agent’s reasonable request consolidating) statement of cash flows for such month Fiscal Quarter and for the period beginning with the first day of such Fiscal Year and ending on the last day of such monthFiscal Quarter (which may be in preliminary form and subject to normal year-end audit adjustments and the absence of footnotes). (b) Together with each such quarterly report to be delivered pursuant to clause (a)(i) above, together with a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by the chief financial officer or other executive officer of Borrower, (ii) Borrower shall provide to Agent a written statement of Borrower’s management setting forth a summary discussion of Borrower’s financial condition, changes in financial condition and results of operations (which requirement shall be satisfied by the filing by Borrower with the SEC of Management’s Discussion and Analysis of Financial Condition and Results of Operations). (iiic) Promptly when available and in any event within thirty (30) days after the end of each calendar month, monthly management and sales reports of Borrower and its Subsidiaries, which reports shall be in form and substance consistence with the past practice of the Borrower (as such form may be updated Schedules 5.18(a) and (b) setting forth any changes to in the disclosures set forth in such schedules as most recently provided to Agent or, as applicable, a written statement ordinary course of business of the Borrower’s management stating that there have been no changes to such disclosures as most recently provided to Agent. CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT AND THE NON-PUBLIC INFORMATION HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.

Interim Reports. (a) Promptly when available Within 30 days after the end of each month, consolidated balance sheets of Holdings and its Subsidiaries as of the end of such month, together with consolidated statements of earnings and a consolidated statement of cash flows for such month and for the period beginning with the first day of such Fiscal Year and ending on the last day of such month, together with a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year for the twelve month period ending on the last day of such month, certified by a Senior Officer of Borrower (which financial statements shall be in any event substantially the same form, and include substantially the same reporting items as the financial statements delivered to Administrative Agent prior to the Closing Date); and (b) within 60 30 days after the end of each Fiscal Quarter, consolidated (and upon Agent’s reasonable request consolidating) balance sheets of Borrower Holdings and its Subsidiaries as of the end of such Fiscal Quarter, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and a consolidated statement of cash flows for such Fiscal Quarter and for the period beginning with the first day of such Fiscal Year and ending on the last day of such Fiscal Quarter, together with a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by the chief financial officer or other executive officer of Borrower; and (b) promptly when available and in any event within 45 days after the end of each month (including any such month that is the end of a Fiscal Quarter), (i) consolidated (and upon Agent’s reasonable request consolidating) balance sheets of Borrower and its Subsidiaries as of the end of such month, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and a consolidated (and upon Agent’s reasonable request consolidating) statement of cash flows for such month and Year for the twelve month period beginning with the first day of such Fiscal Year and ending on the last day of such month, together with a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal YearQuarter, certified by a Senior Officer of Borrower (which financial statements shall be in substantially the chief same form, and include substantially the same reporting items as the financial officer statements delivered to Administrative Agent prior to the Closing Date); provided that for any comparison required pursuant to either clause (a) or other executive officer of Borrower, (ii) a written statement of Borrower’s management setting forth a discussion of Borrower’s financial condition, changes in financial condition and results of operations and (iii) updated Schedules 5.18(a) and (b) setting forth above for any changes period ending on or prior to September 30, 2018, such comparison does not need to include a cash flow statement. For any monthly period following December 31, 2018, Borrower shall deliver two sets of monthly or quarterly financial statements hereunder one which complies with GAAP (without giving effect to the disclosures carveout for franchise fee income in Section 1.3(a) hereof) (the “GAAP Compliant Financial Statements”) and the other set forth reflecting the recognition of franchise fee income as required by Section 1.3(a) hereof; provided if the Administrative Agent has in such schedules as most recently provided its sole discretion agreed to Agent or, as applicable, a written statement permit Holdings and its Subsidiaries to utilize GAAP compliant reporting for purposes of Borrower’s management stating that there have been no changes the financial covenants and other provisions hereof only GAAP Compliance Financial Statements will be required to such disclosures as most recently provided to Agent. CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT AND THE NON-PUBLIC INFORMATION HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSIONbe delivered hereunder.

Interim Reports. (a) Promptly when available and in any event within 60 45 days after the end of each Fiscal Quarter (except the last Fiscal Quarter) of each Fiscal Year, unaudited consolidated (and upon Agent’s reasonable request consolidating) consolidating balance sheets of the Borrower and its Subsidiaries as of the end of such Fiscal Quarter, together with Quarter and unaudited consolidated (and upon Agent’s reasonable request consolidating) consolidating statements of earnings and cash flows flow for such Fiscal Quarter and for the period beginning with the first day of such Fiscal Year and ending on the last day of such Fiscal Quarter, together with a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by the chief financial officer or other executive officer of Borrower; and (b) promptly when available and in any event within 45 30 days after the end of each month (including any such month that is of the end first two months of a each Fiscal Quarter), (i) unaudited consolidated (and upon Agent’s reasonable request consolidating) balance sheets of the Borrower and its Subsidiaries as of the end of such month, together with month and unaudited consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and a consolidated (and upon Agent’s reasonable request consolidating) statement of cash flows for such month and for the period beginning month; (c) concurrently with the first day each set of such Fiscal Year and ending on the last day of such monthfinancial statements referred to in CLAUSE (a) or (b) above, together with (i) a comparison with the corresponding period certificate of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by chief executive officer or the chief financial officer or other executive officer of the Borrower, certifying that such financial statements (iiwhich may be prepared by the Borrower) a written statement of Borrower’s management setting forth a discussion of Borrower’s financial condition, changes in fairly present the financial condition and results of operations of the Borrower and its Subsidiaries as of the dates and periods indicated, subject to changes resulting from normal year-end adjustments, (ii) a report from the Borrower's financial advisor as to the status of any potential issuance by the Borrower of equity or Debt which would satisfy the requirements of SUBSECTION 8.1(o), (iii) updated Schedules 5.18(aa report (or a column in the applicable financial statements) and (b) setting forth showing any changes to variances from the disclosures set forth in such schedules as forecast most recently provided pursuant to Agent or, as applicableCLAUSE (d) below and (iv) a detailed report of Capital Expenditures and Asset Sales for the period then ended; and (d) concurrently with each set of financial statements referred to in CLAUSE (a) above, a written statement copy of Borrower’s management stating that there have been no changes to such disclosures as most recently provided to Agentthe forecast (including a projected consolidated and consolidating balance sheet, and projected statements of earnings and cash flow and updated projections) of the Borrower and its Subsidiaries for the following four Fiscal Quarters. 1.6 AMENDMENT TO SECTION 7.1.3. CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT AND THE NON-PUBLIC INFORMATION HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSIONSection 7.1.3 is amended by (i) deleting the word "and" after the reference "SECTION 7.1.1 and inserting a "," therefor and (ii) inserting the words "and each set of monthly statements" after the words "quarterly statements" therein.

Interim Reports. (a) Promptly when available and in any event within 60 days *** after the end of each Fiscal Quarter, (i) unaudited financial statements of Australian Borrower and its Subsidiaries for such Fiscal Quarter, including therein consolidated (and upon Agent’s reasonable request consolidating) consolidating balance sheets of Australian Borrower and its Subsidiaries as of the end of such Fiscal Quarter, together with consolidated (and upon Agent’s reasonable request consolidating) consolidating statements of earnings and cash flows for such Fiscal Quarter and for the period beginning with the first day of such Fiscal Year and ending on the last day of such Fiscal Quarter, together which financial statements shall be prepared in accordance with GAAP (subject to the absence of footnotes and to normal year-end adjustments) and shall present fairly in all material respects the consolidated financial condition of Australian Borrower and its Subsidiaries as at such dates and the results of its operations for the periods then ended; and (ii) a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, in the case of each of the items in clauses (i) and (ii), certified by the chief financial officer or other another executive officer of Australian Borrower; and ; (b) promptly Promptly when available and in any event within 45 30 days after the end of each month (including any such month that is not the end of a Fiscal Quarter), (i) unaudited financial statements of Australian Borrower and its Subsidiaries for such Fiscal Quarter, including therein consolidated (and upon Agent’s reasonable request consolidating) consolidating balance sheets of Australian Borrower and its Subsidiaries as of the end of such month, together with consolidated (and upon Agent’s reasonable request consolidating) consolidating statements of earnings and a consolidated (and upon Agent’s reasonable request consolidating) statement of cash flows for such month and for the period beginning with the first day of such Fiscal Year and ending on the last day of such month, together which financial statements shall be prepared in accordance with GAAP (subject to the absence of footnotes and to normal year-end adjustments) and shall present fairly in all material respects the consolidated financial condition of Australian Borrower and its Subsidiaries as at such dates and the results of its operations for the periods then ended; and (ii) a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, in the case of each of the items in clauses (i) and (ii), certified by the chief financial officer or other executive officer of Australian Borrower; and (c) Together with the delivery of financial statements provided for in Sections 7.1.2(a) and (b), (iii) a written statement of Australian Borrower’s management setting forth a discussion of Australian Borrower’s and its Subsidiaries’ financial condition, changes in financial condition and results of operations and (iiiii) updated updates to Schedules 5.18(a6.18(a) and (b) setting forth any changes to the disclosures set forth in such schedules as most recently provided to Agent Agent, or, as applicable, a written statement of Australian Borrower’s management stating that there have been no changes to such disclosures as most recently provided to Agent. CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT AND THE NON-PUBLIC INFORMATION HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.

Interim Reports. (a) Promptly when available and in any event within 60 days forty-five (45) days: (i) after the end of each of the first three Fiscal Quarters of each Fiscal Year (unless Borrower files a Notice of Late Filing (12b-25 Notice) in which case such report shall be due within fifty (50) days of the end of the relevant Fiscal Quarter), unaudited consolidated (and upon Agent’s reasonable request consolidating) balance sheets of Borrower and its Subsidiaries as of the end of such Fiscal Quarter, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and cash flows for such Fiscal Quarter and for the period beginning with the first day of such Fiscal Year and ending on the last day of such Fiscal Quarter, together with a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by Year (which may be in preliminary form and subject to normal year-end audit adjustments and the chief financial officer or other executive officer absence of Borrowerfootnotes); and and (bii) promptly when available and in any event within 45 days after the end of the last Fiscal Quarter of each month (including any such month that is the end of a Fiscal Quarter)Year, (i) unaudited consolidated (and upon Agent’s reasonable request consolidating) balance sheets of Borrower and its Subsidiaries as of the end of such monthFiscal Quarter, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and a consolidated (and upon Agent’s reasonable request consolidating) statement of cash flows for such month Fiscal Quarter and for the period beginning with the first day of such Fiscal Year and ending on the last day of such monthFiscal Quarter (which may be in preliminary form and subject to normal year-end audit adjustments and the absence of footnotes). (b) Together with each such quarterly report to be delivered pursuant to clause (a)(i) above, together with a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by the chief financial officer or other executive officer of Borrower, (ii) Borrower shall provide to Agent a written statement of BorrowerXxxxxxxx’s management setting forth a summary discussion of Borrower’s financial condition, changes in financial condition and results of operations (which requirement shall be satisfied by the filing by Borrower with the SEC of Management’s Discussion and Analysis of Financial Condition and Results of Operations). (iiic) Promptly when available and in any event within thirty (30) days after the end of each calendar month, monthly management and sales reports of Borrower and its Subsidiaries, which reports shall be in form and substance consistence with the past practice of the Borrower (as such form may be updated Schedules 5.18(a) and (b) setting forth any changes to in the disclosures set forth in such schedules as most recently provided to Agent or, as applicable, a written statement ordinary course of business of the Borrower’s management stating that there have been no changes to such disclosures as most recently provided to Agent. CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT AND THE NON-PUBLIC INFORMATION HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.

Interim Reports. (a) Promptly when available and in any event within 60 45 days after the end of each of the first three Fiscal QuarterQuarters of each Fiscal Year (or such earlier or later date as Form 10-Qs are required to be field by the SEC taking into account any extension granted by the SEC, provided the Company gives the Administrative Agent prompt written notice of such extension), unaudited consolidated (and upon Agent’s reasonable request consolidating) balance sheets financial statements of Borrower the Company and its Subsidiaries as of the end of for such Fiscal Quarter, together with including therein consolidated (balance sheets and upon Agent’s reasonable request consolidating) statements of earnings and cash flows for as of the end of such Fiscal Quarter and for the period beginning with the first day of such Fiscal Year and ending on the last day of such Fiscal Quarter, in each case, prepared in accordance with GAAP, consistently applied and certified by the Chief Financial Officer as fairly presenting in all material respects the financial condition of the Company and its Subsidiaries as at the date thereof, together with (i) a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal YearYear and (ii) and (ii) a consolidating balance sheet of the Company and its Subsidiaries as of the end of such Fiscal Quarter and consolidating statement of earnings and cash flows for the Company and its Subsidiaries for such Fiscal Quarter, in each case, prepared in accordance with GAAP (other than with respect to the absence of footnotes and normal year end audit adjustments) certified by the chief Chief Financial Officer as fairly presenting in all material respects the financial officer or other executive officer condition of Borrowersuch entities as at the date and for the period covered; and (b) promptly when available and in any event within 45 30 days after the end of each fiscal month of the Company (including any such month that is other than the end of a fiscal month which is also a Fiscal QuarterQuarter or Fiscal Year end), (i) unaudited consolidated (and upon Agent’s reasonable request consolidating) balance sheets financial statements of Borrower the Company and its Subsidiaries for such fiscal month, including therein consolidated balance sheets and statements of earnings and cash flows as of the end of such month, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and a consolidated (and upon Agent’s reasonable request consolidating) statement of cash flows for such fiscal month and for the period beginning with the first day of such Fiscal Year and ending on the last day of such fiscal month, in each case, prepared in accordance with GAAP, consistently applied and certified by the Chief Financial Officer as fairly presenting in all material respects the financial condition of the Company and its Subsidiaries as at the date thereof, together with (i) a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by the chief financial officer or other executive officer of Borrower, Year and (ii) and (ii) a written consolidating balance sheet of the Company and its Subsidiaries as of the end of such month and consolidating statement of Borrower’s management setting forth a discussion earnings and cash flows for the Company and its Subsidiaries for such month, in each case, prepared in accordance with GAAP (other than with respect to the absence of Borrower’s financial condition, changes footnotes and normal year-end audit adjustments) certified by the Chief Financial Officer as fairly presenting in all material respects the financial condition of such entities as at the date and results of operations and (iii) updated Schedules 5.18(a) and (b) setting forth any changes for the period covered; provided that to the disclosures set forth extent that the Company’s quarterly report on Form 10-Q shall satisfy the requirement of this Section 10.1.2, the Administrative Agent will accept such Form 10-Q in lieu of such schedules as most recently provided to Agent or, as applicable, a written statement of Borrower’s management stating that there have been no changes to such disclosures as most recently provided to Agent. CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT AND THE NON-PUBLIC INFORMATION HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSIONitem.

Interim Reports. (a) Promptly when available and in any event within 60 forty-five (45) days after the end of each of the first three Fiscal QuarterQuarters of each Fiscal Year (or such earlier or later date as Form 10-Qs are required to be filed by the SEC taking into account any extension granted by the SEC, provided the Borrower gives the Administrative Agent prompt written notice of such extension), unaudited consolidated (and upon Agent’s reasonable request consolidating) balance sheets financial statements of Borrower the Company and its Subsidiaries as of the end of for such Fiscal Quarter, together with including therein consolidated (balance sheets and upon Agent’s reasonable request consolidating) statements of earnings and cash flows for as of the end of such Fiscal Quarter and for the period beginning with the first day of such Fiscal Year and ending on the last day of such Fiscal Quarter, in each case, prepared in accordance with GAAP, consistently applied and certified by the Chief Financial Officer as fairly presenting in all material respects the financial condition of the Company and its Subsidiaries as at the date thereof, together with (i) a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by the chief financial officer or other executive officer of Borrower; Year and (bii) promptly when available and in any event within 45 days after a consolidating balance sheet of the end of each month (including any such month that is the end of a Fiscal Quarter), (i) consolidated (and upon Agent’s reasonable request consolidating) balance sheets of Borrower Company and its Subsidiaries as of the end of such Fiscal Quarter and consolidating statement of earnings and cash flows for the Company and its Subsidiaries for such Fiscal Quarter, in each case, prepared in accordance with GAAP (other than with respect to the absence of footnotes and normal year end audit adjustments) certified by the Chief Financial Officer as fairly presenting in all material respects the financial condition of such entities as at the date and for the period covered; and (b) Promptly when available and in any event within thirty (30) days after the end of each fiscal month of the Company (other than the end of a fiscal month which is also a Fiscal Quarter or Fiscal Year end), unaudited consolidated financial statements of the Company and its Subsidiaries for such fiscal month, together with including therein consolidated (balance sheets and upon Agent’s reasonable request consolidating) statements of earnings and a consolidated (and upon Agent’s reasonable request consolidating) statement of cash flows for as of the end of such fiscal month and for the period beginning with the first day of such Fiscal Year and ending on the last day of such fiscal month, in each case, prepared in accordance with GAAP, consistently applied and certified by the Chief Financial Officer as fairly presenting in all material respects the financial condition of the Company and its Subsidiaries as at the date thereof, together with (i) a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by the chief financial officer or other executive officer of Borrower, Year and (ii) a written consolidating balance sheet of the Company and its Subsidiaries as of the end of such month and consolidating statement of Borrower’s management setting forth a discussion earnings and cash flows for the Company and its Subsidiaries for such month, in each case, prepared in accordance with GAAP (other than with respect to the absence of Borrower’s financial condition, changes footnotes and normal year-end audit adjustments) certified by the Chief Financial Officer as fairly presenting in all material respects the financial condition of such entities as at the date and results of operations and (iii) updated Schedules 5.18(a) and (b) setting forth any changes for the period covered; provided that to the disclosures set forth extent that the Company’s quarterly report on Form 10-Q shall satisfy the requirement of this Section 10.1.2, the Administrative Agent will accept such Form 10-Q in lieu of such schedules as most recently provided to Agent or, as applicable, a written statement of Borrower’s management stating that there have been no changes to such disclosures as most recently provided to Agent. CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT AND THE NON-PUBLIC INFORMATION HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSIONitem.

Interim Reports. (a) Promptly when available and in any event within 60 45 days after the end of each of the first three Fiscal Quarters of each Fiscal Year (or such earlier or later date as Form 10-Qs of the Parent are required to be filed by the SEC taking into account any extension granted by the SEC, provided the Loan Party Representative gives the Administrative Agent prompt written notice of such extension), unaudited consolidated financial statements of the Borrowers and their Subsidiaries for such Fiscal Quarter, including therein consolidated (and upon Agent’s reasonable request consolidating) balance sheets and statements of Borrower operations and its Subsidiaries cash flows as of the end of such Fiscal Quarter, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and cash flows for such Fiscal Quarter and for the period beginning with the first day of such Fiscal Year and ending on the last day of such Fiscal Quarter, in each case, prepared in accordance with GAAP, consistently applied and certified by the Chief Financial Officer as fairly presenting in all material respects the financial condition of the Borrowers and their Subsidiaries as at the date thereof, together with (i) a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal YearYear and (ii) a consolidating balance sheet of the Borrowers and their Subsidiaries as of the end of such Fiscal Quarter and consolidating statement of earnings and cash flows for the Borrowers and their Subsidiaries for such Fiscal Quarter, in each case, prepared in accordance with GAAP (other than with respect to the absence of footnotes and normal year end audit adjustments) certified by the chief Chief Financial Officer as fairly presenting in all material respects the financial officer or other executive officer condition of Borrowersuch entities as at the date and for the period covered; and (b) promptly when available and in any event within 45 30 days after the end of each fiscal month of the Borrowers (including any such month that is other than the end of a fiscal month which is also a Fiscal QuarterQuarter or Fiscal Year end), (i) unaudited consolidated (financial statements of the Borrowers and upon Agent’s reasonable request consolidating) their Subsidiaries for such fiscal month, including therein consolidated balance sheets and statements of Borrower earnings and its Subsidiaries cash flows as of the end of such month, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and a consolidated (and upon Agent’s reasonable request consolidating) statement of cash flows for such fiscal month and for the period beginning with the first day of such Fiscal Year and ending on the last day of such fiscal month, in each case, prepared in accordance with GAAP, consistently applied and certified by the Chief Financial Officer as fairly presenting in all material respects the financial condition of the Borrowers and their Subsidiaries as at the date thereof, together with (i) a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by the chief financial officer or other executive officer of Borrower, Year and (ii) a written consolidating balance sheet of the Borrowers and their Subsidiaries as of the end of such month and consolidating statement of Borrower’s management setting forth a discussion earnings and cash flows for the Borrowers and their Subsidiaries for such month, in each case, prepared in accordance with GAAP (other than with respect to the absence of Borrower’s financial condition, changes footnotes and normal year-end audit adjustments) certified by the Chief Financial Officer as fairly presenting in all material respects the financial condition of such entities as at the date and results of operations and (iii) updated Schedules 5.18(a) and (b) setting forth any changes for the period covered; provided that with respect to the disclosures set forth foregoing relating to any Fiscal Quarter ending prior to the Closing Date, to the extent the Parent’s quarterly report on Form 10-Q for such quarter shall satisfy the requirements of Section 10.1.2, the Administrative Agent will accept such Form 10-Q in lieu of such schedules as most recently provided to Agent or, as applicable, a written statement of Borrower’s management stating that there have been no changes to such disclosures as most recently provided to Agent. CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT AND THE NON-PUBLIC INFORMATION HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSIONitem.

Interim Reports. (a) Promptly when available and in any event within 60 45 days after the end of each Fiscal Quartermonth, consolidated (and upon Agent’s reasonable request consolidating) balance sheets of Holdings, Borrower and its the Subsidiaries as of the end of such Fiscal Quartermonth, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and a consolidated statement of cash flows for such Fiscal Quarter month and for the period beginning with the first day of such Fiscal Year and ending on the last day of such month (which consolidated financial statements with respect to each month that is the last month of a Fiscal QuarterQuarter shall not contain in the footnote disclosure thereto a statement required by GAAP indicating that there is substantial doubt about the ability of the consolidated entity to continue as a going concern (such that the inclusion of any such footnote disclosure would constitute a breach of the requirements of this Section 6.1.2)), together with a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by the chief an Authorized Officer of Borrower (which certificate shall, if such financial officer or other executive officer of Borrower; and (b) promptly when available and in any event within 45 days after the end of each month (including any such statements correspond to a month that is not the end last month of a Fiscal Quarter, contain a statement as to whether an Event of Default exists), . (l) Section 6.11 of the Credit Agreement is amended by (i) consolidated (and upon Agent’s reasonable request consolidating) balance sheets of Borrower and its Subsidiaries as of the end of such month, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and a consolidated (and upon Agent’s reasonable request consolidating) statement of cash flows for such month and for the period beginning with the first day of such Fiscal Year and ending on the last day of such month, together replacing each reference to "Fourth Amendment Closing Date" set forth therein with a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by the chief financial officer or other executive officer of Borrowerreference to "Eighth Amendment Closing Date", (ii) replacing the reference to "$7,500,000" set forth therein with a written statement of Borrower’s management setting forth a discussion of Borrower’s financial conditionreference to "$6,000,000", changes in financial condition and results of operations and (iii) updated Schedules 5.18(areplacing each reference to "Required Lenders" set forth therein with a reference to "Required Lenders and each Lender holding any outstanding Term B Loans", (iv) replacing the reference to "May 15, 2017" set forth therein with a reference to "August 3, 2017", and (bv) setting forth any changes deleting the reference to the disclosures "(or such later date not more than thirty (30) days thereafter as may be agreed by Agent in its sole discretion)" set forth therein. (m) Section 7.5(a) of the Credit Agreement is amended by replacing the reference to "December 2017 Compliance Date" set forth therein with a reference to "March 2018 Compliance Date". (n) Section 7.14.2. of the Credit Agreement is amended and restated in such schedules its entirety as most recently provided to Agent or, as applicable, a written statement of Borrower’s management stating that there have been no changes to such disclosures as most recently provided to Agent. CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT AND THE NON-PUBLIC INFORMATION HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.follows:

Interim Reports. (a) Promptly when available and in any event within 60 45 days after the end of each Fiscal Quarter, consolidated (and upon Agent’s reasonable request consolidating) balance sheets of Borrower and its Subsidiaries as of the end first three Fiscal Quarters of each Fiscal Year (or such earlier or later date as Form 10-Qs of the Company are required to be filed by the SEC taking into account any extension granted by the SEC, provided the Loan Party Representative gives the Administrative Agent prompt written notice of such extension), unaudited consolidated financial statements of the Borrowers and their Subsidiaries for such Fiscal Quarter, together with including therein consolidated (balance sheets and upon Agent’s reasonable request consolidating) statements of earnings and cash flows for as of the end of such Fiscal Quarter and for the period beginning with the first day of such Fiscal Year and ending on the last day of such Fiscal Quarter, in each case, prepared in accordance with GAAP, consistently applied and certified by the Chief Financial Officer as fairly presenting in all material respects the financial condition of the Borrowers and their Subsidiaries as at the date thereof, together with (i) a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal YearYear and (ii) and (ii) a consolidating balance sheet of the Borrowers and their Subsidiaries as of the end of such Fiscal Quarter and consolidating statement of earnings and cash flows for the Borrowers and their Subsidiaries for such Fiscal Quarter, in each case, prepared in accordance with GAAP (other than with respect to the absence of footnotes and normal year end audit adjustments) certified by the chief Chief Financial Officer as fairly presenting in all material respects the financial officer or other executive officer condition of Borrowersuch entities as at the date and for the period covered; and (b) promptly when available and in any event within 45 30 days after the end of each fiscal month of the Borrowers (including any such month that is other than the end of a fiscal month which is also a Fiscal QuarterQuarter or Fiscal Year end), (i) unaudited consolidated (financial statements of the Borrowers and upon Agent’s reasonable request consolidating) their Subsidiaries for such fiscal month, including therein consolidated balance sheets and statements of Borrower earnings and its Subsidiaries cash flows as of the end of such month, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and a consolidated (and upon Agent’s reasonable request consolidating) statement of cash flows for such fiscal month and for the period beginning with the first day of such Fiscal Year and ending on the last day of such fiscal month, in each case, prepared in accordance with GAAP, consistently applied and certified by the Chief Financial Officer as fairly presenting in all material respects the financial condition of the Borrowers and their Subsidiaries as at the date thereof, together with (i) a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by the chief financial officer or other executive officer of Borrower, Year and (ii) and (ii) a written consolidating balance sheet of the Borrowers and their Subsidiaries as of the end of such month and consolidating statement of Borrower’s management setting forth a discussion earnings and cash flows for the Borrowers and their Subsidiaries for such month, in each case, prepared in accordance with GAAP (other than with respect to the absence of Borrower’s financial condition, changes footnotes and normal year-end audit adjustments) certified by the Chief Financial Officer as fairly presenting in all material respects the financial condition of such entities as at the date and results of operations and (iii) updated Schedules 5.18(a) and (b) setting forth any changes for the period covered; provided that with respect to the disclosures set forth foregoing relating to any Fiscal Quarter ending prior to the Closing Date, to the extent the Company’s quarterly report on Form 10-Q for such quarter shall satisfy the requirements of this Section 10.1.1(b), the Administrative Agent will accept such Form 10-Q in lieu of such schedules as most recently provided to Agent or, as applicable, a written statement of Borrower’s management stating that there have been no changes to such disclosures as most recently provided to Agent. CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT AND THE NON-PUBLIC INFORMATION HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSIONitem.

Interim Reports. (a) Promptly when available and in any event within 60 45 days after the end of each of the first three Fiscal QuarterQuarters of each Fiscal Year (or such earlier or later date as Form 10-Qs are required to be filed with the SEC taking into account any extension granted by the SEC, provided the Company gives the Administrative Agent prompt written notice of such extension), unaudited consolidated (and upon Agent’s reasonable request consolidating) balance sheets financial statements of Borrower the Company and its Subsidiaries as of the end of for such Fiscal Quarter, together with including therein consolidated (balance sheets and upon Agent’s reasonable request consolidating) statements of earnings and cash flows for as of the end of such Fiscal Quarter and for the period beginning with the first day of such Fiscal Year and ending on the last day of such Fiscal Quarter, in each case, prepared in accordance with GAAP, consistently applied and certified by the Chief Financial Officer as fairly presenting in all material respects the financial condition of the Company and its Subsidiaries as at the date thereof, together with (i) a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal YearYear and (ii) a consolidating balance sheet of the Company, the Borrowers and their Subsidiaries as of the end of such Fiscal Quarter and consolidating statement of earnings and cash flows for the Company, the Borrowers and their Subsidiaries for such Fiscal Quarter, in each case, prepared in accordance with GAAP (other than with respect to the absence of footnotes and normal year end audit adjustments) certified by the chief Chief Financial Officer as fairly presenting in all material respects the financial officer or other executive officer condition of Borrowersuch entities as at the date and for the period covered; and provided that to the extent that the Company’s quarterly report on Form 10-Q shall satisfy the requirement of this Section 10.1.2(a), the Administrative Agent will accept such Form 10-Q in lieu of such item; and (b) promptly when available and in any event within 45 30 days after the end of each fiscal month of the Company (including any such month that is other than the end of a fiscal month which is also a Fiscal QuarterQuarter or Fiscal Year end), (i) unaudited consolidated (and upon Agent’s reasonable request consolidating) balance sheets financial statements of Borrower the Company and its Subsidiaries for such fiscal month, including therein consolidated balance sheets and statements of earnings and cash flows as of the end of such month, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and a consolidated (and upon Agent’s reasonable request consolidating) statement of cash flows for such fiscal month and for the period beginning with the first day of such Fiscal Year and ending on the last day of such fiscal month, in each case, prepared in accordance with GAAP, consistently applied and certified by the Chief Financial Officer as fairly presenting in all material respects the financial condition of the Company and its Subsidiaries as at the date thereof, together with (i) a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by the chief financial officer or other executive officer of Borrower, Year and (ii) a written consolidating balance sheet of the Company, the Borrowers and their Subsidiaries as of the end of such month and consolidating statement of Borrower’s management setting forth a discussion earnings and cash flows for the Company, the Borrowers and their Subsidiaries for such month, in each case, prepared in accordance with GAAP (other than with respect to the absence of Borrower’s financial condition, changes footnotes and normal year-end audit adjustments) certified by the Chief Financial Officer as fairly presenting in all material respects the financial condition of such entities as at the date and results of operations and (iii) updated Schedules 5.18(a) and (b) setting forth any changes to for the disclosures set forth in such schedules as most recently provided to Agent or, as applicable, a written statement of Borrower’s management stating that there have been no changes to such disclosures as most recently provided to Agent. CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT AND THE NON-PUBLIC INFORMATION HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSIONperiod covered.

Interim Reports. (ai) Promptly when available and in any event within 60 Within 10 days after each fiscal month, a flash report containing (x) the end total retail sales of each Fiscal Quarter, consolidated (and upon Agent’s reasonable request consolidating) balance sheets of Borrower the Company and its Subsidiaries (other than Signature) for the fiscal month then ended and for the corresponding fiscal month of the previous Fiscal Year, (y) the aggregate reinvestment by the Company of borrowings under its loan agreements and uncommitted lines in cash equivalents as of the end of such month, and (z) the aggregate principal amount of loans as of the end of such month which are then outstanding under the Company's revolving loan agreements (including this Agreement), any uncommitted lines of the Company, and any loan agreement of Signature, together with a breakdown thereof, (ii) Within 30 days after each fiscal month (or in the case of the last fiscal month in a Fiscal Year, within 60 days after such fiscal month), (A) a copy of the unaudited internally prepared (x) consolidated financial statements of the Company and its Subsidiaries (but accounting for Signature on the equity method) consisting of at least a balance sheet as at the close of such fiscal month, statements of earnings for such fiscal month and for the period from the beginning of such Fiscal Year to the close of such fiscal month, and a statement of cash flows for the period from the beginning of such Fiscal Year to the close of such fiscal month, and (y) consolidated financial statements of Signature, consisting of at least a balance sheet of Signature as at the close of such fiscal month and statements of earnings of Signature for such fiscal month and for the period from the beginning of such Fiscal Year to the close of such fiscal month, and (B) a report setting forth the cumulative amount of all Net Proceeds received after the Third Amendment Effective Date, together with the aggregate amount of prepayments and Commitment reductions related thereto, and (iii) within 60 days after each Fiscal Quarter (except the last Fiscal Quarter in a Fiscal Year), a copy of the unaudited consolidated financial statements of the Company and its Subsidiaries prepared in accordance with GAAP (subject to normal year end audit adjustments) consisting of at least a balance sheet as at the close of such Fiscal Quarter, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and cash flows for such Fiscal Quarter and for the period from the beginning with the first day of such Fiscal Year and ending on to the last day close of such Fiscal Quarter, together with a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by the chief financial officer or other executive officer of Borrower; and (b) promptly when available and in any event within 45 days after the end of each month (including any such month that is the end of a Fiscal Quarter), (i) consolidated (and upon Agent’s reasonable request consolidating) balance sheets of Borrower and its Subsidiaries as of the end of such month, together with consolidated (and upon Agent’s reasonable request consolidating) statements of earnings and a consolidated (and upon Agent’s reasonable request consolidating) statement of cash flows for such month and for from the period beginning with the first day of such Fiscal Year and ending on to the last day close of such month, together with a comparison with the corresponding period of the previous Fiscal Year and a comparison with the budget for such period of the current Fiscal Year, certified by the chief financial officer or other executive officer of Borrower, (ii) a written statement of Borrower’s management setting forth a discussion of Borrower’s financial condition, changes in financial condition and results of operations and (iii) updated Schedules 5.18(a) and (b) setting forth any changes to the disclosures set forth in such schedules as most recently provided to Agent or, as applicable, a written statement of Borrower’s management stating that there have been no changes to such disclosures as most recently provided to Agent. CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT AND THE NON-PUBLIC INFORMATION HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSIONQuarter.