Common use of Monthly Financials Clause in Contracts

Monthly Financials. To Agent, within forty-five (45) days after the end of the Fiscal Months for July and August in each year, financial information regarding Holdings and its Subsidiaries, certified by the Chief Financial Officer of Holdings, consisting of consolidated (i) unaudited balance sheets as of the close of such Fiscal Month and the related unaudited statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month and (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the unaudited figures for the months of July and August in the prior year and the unaudited figures contained in the Projections for such Fiscal Year, all prepared based on GAAP fundamentals and consistent with past practices of Holdings and its Subsidiaries but not requiring standard quarterly or year-end adjustments. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Holdings to Agent and Lenders that (i) such financial information has been prepared pursuant to the normal monthly reporting procedures of Holdings in accordance with past practices consistently applied and fairly represents in all material respects the financial position and results of operations of Holdings and its Subsidiaries, on a consolidated basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended on a basis consistent with the prior year and (ii) any other information presented is accurate in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default has occurred and is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default.

Monthly Financials. To AgentAgent and Lenders, within forty-five (45) 30 days after the end of the each Fiscal Months for July and August in each yearMonth, financial information regarding Holdings Borrowers and its their Subsidiaries, certified by the Chief Financial Officer of HoldingsBorrower Representative, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related unaudited statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month and Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the unaudited figures for the months of July and August corresponding period in the prior year and the unaudited figures contained in the Projections for such Fiscal Year, all prepared based on in accordance with GAAP fundamentals and consistent with past practices of Holdings and its Subsidiaries but not requiring standard quarterly or (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Intercompany Notes as of the last day of that Fiscal Month. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Holdings to Agent and Lenders Borrower Representative that (i) such financial information has been prepared pursuant to the normal monthly reporting procedures of Holdings presents fairly in accordance with past practices consistently applied and fairly represents in all material respects GAAP (subject to normal year-end adjustments) the financial position and results of operations of Holdings Borrowers and its their Subsidiaries, on a consolidated and consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended on a basis consistent with the prior year and (ii) any other information presented is accurate true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default has occurred and is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default.

Monthly Financials. To AgentAgent and Lenders, within forty-five (45) 30 days after the end of each Fiscal Month or 45 days after the end of the last Fiscal Months for July and August Month in each yearFiscal Year, financial information regarding Holdings OHI and its Subsidiaries, certified by the Chief Financial Officer of HoldingsBorrower Representative, consisting of consolidated (i) unaudited balance sheets as of the close of such Fiscal Month and the related unaudited statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month and Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the unaudited figures for the months of July and August corresponding period in the prior year and the unaudited figures contained in the Projections for such Fiscal Year, all prepared based on in accordance with GAAP fundamentals and consistent with past practices of Holdings and its Subsidiaries but not requiring standard quarterly or (subject to normal year-end adjustments); (iii) a summary of the outstanding balance of all Intercompany Notes as of the last day of that Fiscal Month, and (iv) a list of all customer contracts having annualized revenues in excess of $10,000,000 that were executed or terminated during such Fiscal Month. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Holdings to Agent and Lenders Borrower Representative that (i) such financial information has been prepared pursuant to the normal monthly reporting procedures of Holdings presents fairly in accordance with past practices consistently applied and fairly represents in all material respects GAAP (subject to normal year-end adjustments) the financial position and results of operations of Holdings Borrowers and its their Subsidiaries, on a consolidated basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended on a basis consistent with the prior year and (ii) any other information presented is accurate true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default has occurred and is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default.

Monthly Financials. To AgentAgent and Lenders, within forty-five (45) 30 days after the end of the each Fiscal Months for July and August in each year, Month financial information regarding Holdings Parent and its Subsidiaries, including, without limitation, Borrower, on a consolidated basis, certified by the Chief Financial Officer of HoldingsParent and Borrower, consisting of consolidated (i) an unaudited balance sheets sheet as of the close of such Fiscal Month and the related unaudited statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month and Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the unaudited figures for the months of July and August corresponding period in the prior year and the unaudited figures contained in the Projections for such Fiscal Year, all prepared based on in accordance with GAAP fundamentals and consistent with past practices of Holdings and its Subsidiaries but not requiring standard quarterly or (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Intercompany Notes as of the last day of that Fiscal Month. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Holdings to Agent Parent and Lenders Borrower that (i) such financial information has been prepared pursuant to the normal monthly reporting procedures of Holdings presents fairly in accordance with past practices consistently applied and fairly represents in all material respects GAAP (subject to normal year-end adjustments) the financial position and results of operations of Holdings Parent and its Subsidiaries, including, without limitation, Borrower, on a consolidated basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended on a basis consistent with the prior year and (ii) any other information presented is accurate true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default has shall have occurred and is be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default.

Monthly Financials. To AgentAgents and Lenders, within forty-five thirty (4530) days after the end of each Fiscal Month that is not also the end of a Fiscal Months for July and August in each yearQuarter, financial information regarding Holdings Borrowers and its their Subsidiaries, certified by the Chief Financial Officer of HoldingsBorrower Representative, consisting of consolidated and consolidating (i) unaudited balance sheets as of the close of such Fiscal Month and the related unaudited statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month and Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the unaudited figures for the months of July and August corresponding period in the prior year and the unaudited figures contained in the Projections for such Fiscal Year, all prepared based on in accordance with GAAP fundamentals (except for the lack of footnotes and consistent with past practices of Holdings and its Subsidiaries but not requiring standard quarterly or subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Intercompany Notes as of the last day of that Fiscal Month. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a "Compliance Certificate") showing the calculations used in determining compliance with each of the Financial Covenants that is tested on a monthly basis and (B) the certification of the Chief Financial Officer of Holdings to Agent and Lenders Borrower Representative that (i) such financial information has been prepared pursuant to the normal monthly reporting procedures of Holdings presents fairly in accordance with past practices consistently applied and fairly represents in all material respects GAAP (subject to normal year-end adjustments) the financial position and results of operations of Holdings Borrowers and its their Subsidiaries, on a consolidated and consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended on a basis consistent with the prior year and (ii) any other information presented is accurate true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default has occurred and is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default.

Monthly Financials. To AgentAgent and Lenders, within forty-five thirty (4530) days after the end of each Fiscal Month commencing with the Fiscal Months for July and August in each yearMonth ending September 30, 2009, financial information regarding Holdings Borrowers and its their Subsidiaries, certified by the Chief Financial Officer of HoldingsBorrower Representative, consisting of consolidated and consolidating (except with respect to cash flow statements) (i) unaudited balance sheets as of the close of such Fiscal Month and the related unaudited statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month Month; and (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the unaudited figures for the months of July and August corresponding period in the prior year and the unaudited figures contained in the Projections for such Fiscal Year, all prepared based on in accordance with GAAP fundamentals and consistent with past practices of Holdings and its Subsidiaries but not requiring standard quarterly or (subject to normal year-end adjustments). Such financial information shall be accompanied by the certification of the Chief Financial Officer of Holdings to Agent and Lenders Borrower Representative that (i) such financial information has been prepared pursuant to the normal monthly reporting procedures of Holdings presents fairly in accordance with past practices consistently applied GAAP (subject to normal year-end adjustments and fairly represents in all material respects the absence of notes thereto) the financial position and results of operations of Holdings Borrowers and its their Subsidiaries, on a consolidated and consolidating (except with respect to cash flow statements) basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended on a basis consistent with the prior year and (ii) any other information presented is accurate true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default has occurred and is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default.

Monthly Financials. To AgentAgent and Lenders, within forty-five thirty (4530) days after the end of each Fiscal Month (other than the last Fiscal Months for July and August in each yearMonth of any Fiscal Quarter or Fiscal Year), financial information regarding Holdings Borrowers and its their Subsidiaries, certified by the Chief Financial Officer of HoldingsBorrower Representative, consisting of consolidated (i) unaudited balance sheets as of the close of such Fiscal Month and the related unaudited statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month and Month; (ii) unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form the unaudited figures for the months of July and August corresponding period in the prior year and the unaudited figures contained in the Projections for such Fiscal Year, all prepared based on GAAP fundamentals and in a manner consistent with past Borrowers’ historical monthly financial reporting practices of Holdings and its Subsidiaries but not requiring standard quarterly or (subject to normal year-end adjustments); and (iii) a summary of the outstanding balances of all Intercompany Notes as of the last day of that Fiscal Month. Such financial information shall be accompanied by (A) a statement in reasonable detail (each, a “Compliance Certificate”) showing the calculations used in determining compliance with each Financial Covenant and (B) the certification of the Chief Financial Officer of Holdings to Agent and Lenders Borrower Representative that (i1) such financial information has been prepared pursuant in a manner consistent with Borrowers’ historical monthly financial reporting practices (subject to the normal monthly reporting procedures of Holdings in accordance with past practices consistently applied and fairly represents in all material respects year-end adjustments), the financial position and results of operations of Holdings Borrowers and its their Subsidiaries, on a consolidated basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended on a basis consistent with the prior year and (ii2) any other information presented is accurate true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default has occurred and is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default.

Monthly Financials. To AgentAgent and Lenders, within forty-five (45) 30 days after the end of the each Fiscal Months for July and August in each yearMonth, financial information regarding Holdings Borrower and its Subsidiaries, certified by the Chief Financial Officer of HoldingsBorrower, consisting of consolidated (i) consolidated and consolidating unaudited balance sheets as of the close of such Fiscal Month and the related unaudited statements of income and cash flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month and Month; (ii) consolidated and consolidating unaudited statements of income and cash flows for such Fiscal Month, setting forth in comparative form form, solely with respect to statements of income, the unaudited figures for the months of July and August corresponding period in the prior year and the unaudited figures contained in the Projections for such Fiscal Year, all prepared based on in accordance with GAAP fundamentals and consistent with past practices of Holdings and its Subsidiaries but not requiring standard quarterly or (subject to normal year-end adjustments); and (iii) a summary of the outstanding balance of all Intercompany Notes as of the last day of that Fiscal Month. Such financial information shall be accompanied by the certification of the Chief Financial Officer of Holdings to Agent and Lenders Borrower that (i) such financial information has been prepared pursuant to the normal monthly reporting procedures of Holdings presents fairly in accordance with past practices consistently applied and fairly represents in all material respects GAAP (subject to normal year-end adjustments) the financial position and results of operations of Holdings Borrower and its Subsidiaries, on a consolidated and consolidating basis, in each case as at the end of such Fiscal Month and for that portion of the Fiscal Year then ended on a basis consistent with the prior year and (ii) any other information presented is accurate true, correct and complete in all material respects and that there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default has shall have occurred and is be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default.