Common use of Monthly Financials Clause in Contracts

Monthly Financials. Within thirty (30) days after the end of each Fiscal Month (or within forty-five (45) days after the end of a Fiscal Month that is the last month of a Fiscal Quarter), financial information regarding Borrower and its Subsidiaries, certified by an officer of Borrower, consisting of: (a) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month; (b) unaudited statements of income and cash flow for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Operating Plan for such Fiscal Year; and (c) a summary of all payments made or owing to Affiliates during such Fiscal Month, indicating which payments are in respect of inventory purchases, Capital Expenditures and/or management fees. Such financial information shall be accompanied by the certification of an officer of Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments) the financial position and results of operations of Borrower and its Subsidiaries, in each case as at the end of such Fiscal Month and for the period then ended and (ii) any other information presented is 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 shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default;

Monthly Financials. Within To Administrative Agent and Lenders, within thirty (30) days after the end of each Fiscal Month (or within forty-five (45) days after the end of a Fiscal Month that is the last month of a Fiscal Quarter)Month, financial information regarding Borrower and its Subsidiaries, certified by an officer of Borrowera Financial Officer, consisting of: of (ai) consolidated (A) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flow flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; Month and (bB) unaudited statements of income and cash flow flows for such Fiscal Month, setting forth in comparative form the figures monthly figures, if any, for the corresponding period in the prior year and the figures contained in the Operating Plan Projections for such Fiscal Year; and , all prepared in accordance with GAAP (csubject to normal year-end adjustments) a summary and (ii) the consolidated Cash on Hand for the last Business Day of all payments made or owing to Affiliates each calendar week occurring during such Fiscal Month and the Business Plan Cash on Hand for such Fiscal Month, indicating which payments are in respect of inventory purchases, Capital Expenditures and/or management fees. 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 an officer of Borrower a Financial Officer that (i1) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments) the financial position and results of operations of Borrower and its Subsidiaries, on a consolidated basis, in each case as at the end of such Fiscal Month and for that portion of the period Fiscal Year then ended and (ii2) any other information presented is 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 shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default;.

Monthly Financials. Within thirty (30) 30 days after the end of each Fiscal Month (or within forty-five (45) days after the end of a Fiscal Month that is the last month of a Fiscal Quarter)Month, financial information regarding Borrower the Loan Parties and its their Subsidiaries, certified by an officer the Chief Financial Officer of Borrowerthe Loan Parties, consisting of: of consolidated and Consolidating (ai) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flow flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; ; (bii) unaudited statements of income and cash flow flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Operating Plan Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments and the absence of footnote disclosures); and and (ciii) a summary of the outstanding balance of all payments made or owing to Affiliates during such Intercompany Notes as of the last day of that Fiscal Month, indicating which payments are in respect of inventory purchases, Capital Expenditures and/or management fees. Such financial information shall be accompanied by a Compliance Certificate showing the calculations used in determining compliance with the Financial Covenant (whether or not a Financial Covenant Period is then in effect) and a certification of an officer the Chief Financial Officer of Borrower the Loan Parties that (iA) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustmentsadjustments and the absence of footnote disclosures) the financial position and results of operations of Borrower the Loan Parties on a consolidated and its SubsidiariesConsolidating basis, in each case as at the end of such Fiscal Month and for that portion of the period Fiscal Year then ended and (iiB) any other information presented is 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 shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default;.

Monthly Financials. Within thirty (30) To Agent and Lenders, within 30 days after the end of each Fiscal Month (or within forty-five (45) days after the end of a Fiscal Month that is the last month of a Fiscal Quarter)Month, financial information regarding Borrower and its Subsidiaries, certified by an officer the Chief Financial Officer of Borrower, consisting of: of consolidated and consolidating (ai) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flow flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; ; (bii) unaudited statements of income and cash flow flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Operating Plan Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments, and without footnotes or disclosures required by GAAP); and and (ciii) a summary of the outstanding balance of all payments made or owing to Affiliates during such Intercompany Notes as of the last day of that Fiscal Month, indicating which payments are in respect of inventory purchases, Capital Expenditures and/or management fees. 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 that is tested on a monthly basis, and (B) the certification of an officer the Chief Financial Officer of Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments) the financial position and results of operations of 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 period Fiscal Year then ended and (ii) any other information presented is 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 shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default;.

Monthly Financials. Within thirty (30) To Agent and Lenders, within 30 days after the end of each Fiscal Month (or within forty-five (45) days after the end of a Fiscal Month that is the last month of a Fiscal Quarter)Month, financial information regarding Borrower Borrowers and its their Subsidiaries, certified by an officer the Chief Financial Officer of BorrowerBorrower Representative, consisting of: of consolidated and consolidating (ai) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flow flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; ; (bii) unaudited statements of income and cash flow flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Operating Plan Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and and (ciii) a summary of the outstanding balance of all payments made or owing to Affiliates during such Intercompany Notes as of the last day of that Fiscal Month, indicating which payments are in respect of inventory purchases, Capital Expenditures and/or management fees. Such financial information shall be accompanied by (A) a statement (each, a "Compliance Certificate") in reasonable detail showing the calculations used in determining compliance with each Financial Covenant, if any, that is tested on a monthly basis, and (B) the certification of an officer the Chief Financial Officer of Borrower Representative that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments) the financial position and results of operations of Borrower 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 period Fiscal Year then ended and (ii) any other information presented is 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 shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default;.

Monthly Financials. Within thirty (30) days after the end of each Fiscal Month (or within forty-five (45) days after the end of a Fiscal Month that is the last month of a Fiscal Quarter)Month, financial information regarding Borrower Intermediate Parent and its Subsidiaries, certified by an officer the Chief Financial Officer of BorrowerIntermediate Parent, consisting of: of consolidated and consolidating (ai) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flow flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; ; (bii) unaudited statements of income and cash flow flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Operating Plan Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and and (ciii) a summary of the outstanding balance of all payments made or owing to Affiliates during such Intercompany Notes as of the last day of that Fiscal Month, indicating which payments are in respect of inventory purchases, Capital Expenditures and/or management fees. 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, (B) a certification of an officer the Chief Financial Officer of Borrower Intermediate Parent that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments) the financial position and results of operations of Borrower Intermediate Parent 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 period Fiscal Year then ended and (ii) any other information presented is 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 shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default;.

Monthly Financials. Within thirty (30) days after the end of each Fiscal Month (or within forty-five (45) days after the end of a Fiscal Month that is the last month of a Fiscal Quarter)Month, financial information regarding each of Intermediate Parent and its subsidiaries, and Borrower and its Subsidiaries, certified by an officer the Chief Financial Officer of Borrower, consisting of: of consolidated and consolidating (ai) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flow flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; ; (bii) unaudited statements of income and cash flow flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Operating Plan Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and and (ciii) a summary of the outstanding balance of all payments made or owing to Affiliates during such Intercompany Notes as of the last day of that Fiscal Month, indicating which payments are in respect of inventory purchases, Capital Expenditures and/or management fees. 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, (B) a certification of an officer the Chief Financial Officer of Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments) the financial position and results of operations of 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 period Fiscal Year then ended and (ii) any other information presented is 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 shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default;.

Monthly Financials. Within thirty (30) To Agent and Lenders, within 30 days after the end of each Fiscal Month (or within forty-five (45) days after the end of a Fiscal Month that is the last month of a Fiscal Quarter)Month, financial information regarding Borrower and its Subsidiaries, and upon request of Agent, certified by an officer the Chief Financial Officer of Borrower, consisting of: of consolidated and consolidating (ai) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flow flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; ; (bii) unaudited statements of income and cash flow flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding correspond ing period in the prior year and the figures contained in the Operating Plan Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and and (ciii) a summary of the outstanding balance of all payments made or owing to Affiliates during such Intercompany Notes as of the last day of that Fiscal Month, indicating which payments are in respect of inventory purchases, Capital Expenditures and/or management fees. Such financial information shall be accompanied by the certification of an officer the Chief Financial Officer of Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments) the financial position and results of operations of 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 period Fiscal Year then ended and (ii) any other information presented is 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 shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default;.

Monthly Financials. Within To Agent and Lenders, within thirty (30) days after the end of each Fiscal Month (or within forty-five (45) days after the end of other than a Fiscal Month that is the last month Fiscal Month of a Fiscal Quarter), financial information regarding Borrower and its Subsidiaries, certified by an officer the Chief Financial Officer of Borrower, consisting of: of consolidated and consolidating (ai) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month; ; (bii) unaudited statements of income and cash flow flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Operating Plan Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and and (ciii) a summary of the outstanding balance of all payments made or owing to Affiliates during such Intercompany Notes as of the last day of that Fiscal Month, indicating which payments are in respect of inventory purchases, Capital Expenditures and/or management fees. Such financial information shall be accompanied by (A) a statement in reasonable detail showing the calculation used in determining compliance with the Capital Expenditure covenant set forth on Annex G, and (B) the certification of an officer the Chief Financial Officer of Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments) the financial position and results of operations of Borrower and its Subsidiaries, on a consolidated and consolidating basis, in each case as at the end of such Fiscal Month month and for the period then ended and (ii) any other information presented is 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 shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default;

Monthly Financials. Within thirty (30) days after the end of each Fiscal Month (or To Agents and Lenders, within forty-five (45) days after the end of a each Fiscal Month that is the last month of a Fiscal Quarter)Month, financial information regarding Borrower and its Subsidiaries, certified by an officer the Chief Financial Officer of Borrower, consisting of: of consolidated and consolidating (ai) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flow flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; ; (bii) unaudited statements of income and cash flow flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Operating Plan Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and and (ciii) a summary of the outstanding balance of all payments made or owing to Affiliates during such Intercompany Note as of the last day of that Fiscal Month, indicating which payments are in respect of inventory purchases, Capital Expenditures and/or management fees. Such financial information shall be accompanied by the certification of an officer the Chief Financial Officer of Borrower that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments) the financial position and results of operations of 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 period Fiscal Year then ended and (ii) any other information presented is 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 shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default;.

Monthly Financials. Within thirty (30) 30 days after the end of each Fiscal Month (or within forty-five (45) days after the end of a Fiscal Month that is the last month of a Fiscal Quarter)------------------ Month, financial information regarding Borrower and its SubsidiariesCredit Parties, certified by an officer the Chief Financial Officers of BorrowerBorrower and Holdings, consisting of: of consolidated (ai) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flow flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; ; (bii) unaudited statements of income and cash flow flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Operating Plan Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and and (ciii) a summary of the outstanding balance of all payments made or loans and advances owing to Affiliates during any Credit Party as of the last day of such Fiscal Month, indicating which payments are in respect of inventory purchases, Capital Expenditures and/or management fees. 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 set forth on Annex G that is tested on a monthly basis, and (B) the certification of an officer ------- the Chief Financial Officers of Borrower and Holdings that (ix) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments) the financial position and results of operations of Borrower and its SubsidiariesCredit Parties, on a consolidated basis, in each case as at the end of such Fiscal Month month and for the period then ended and (iiy) any other information presented is 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 shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default;.

Monthly Financials. Within To Agent and Lenders, within thirty (30) days after the end of each Fiscal Month (or within forty-five (45) days after the end of other than a Fiscal Month that is the last month of during which a Fiscal QuarterQuarter ends), financial information regarding Borrower Ultimate Parent and its Subsidiaries, certified by an officer the Senior Vice-President, Finance of BorrowerUltimate Parent, consisting of: of consolidated and consolidating (a) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month; ; (b) unaudited statements of income and cash flow flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Operating Plan Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and and (c) a summary of the outstanding balances of all payments made or owing to Affiliates during such Fiscal Month, indicating which payments are in respect intercompany indebtedness of inventory purchases, Capital Expenditures and/or management feesall Credit Parties. Such financial information shall be accompanied by the certification of an officer the Senior Vice-President, Finance of Borrower Ultimate Parent that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments) the financial position and results of operations of Borrower Ultimate Parent and its Subsidiaries, on a consolidated and consolidating basis, in each case as at the end of such Fiscal Month month and for the period then ended and (ii) any other information presented is 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 shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default;

Monthly Financials. Within To Agent and Lenders, within thirty (30) days after the end of each Fiscal Month (or within forty-five (45) days after the end of a Fiscal Month that is the last month of a Fiscal Quarter)Month, financial information regarding Borrower Borrowers and its their Subsidiaries, certified by an officer the Chief Financial Officer of BorrowerBorrower Representative, consisting of: of consolidated and consolidating (ai) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flow flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; ; (bii) unaudited statements of income and cash flow flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Operating Plan Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to the absence of footnotes and to normal year-end adjustments); and and (ciii) a summary of the outstanding balance of all payments made or owing to Affiliates during such Intercompany Notes as of the last day of that Fiscal Month, indicating which payments are in respect of inventory purchases, Capital Expenditures and/or management fees. 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 that is tested on a monthly basis, and (B) the certification of an officer the Chief Financial Officer of Borrower Representative that (i) such financial information presents fairly in accordance with GAAP (subject to the absence of footnotes and to normal year-end adjustments) the financial position and results of operations of Borrower 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 period Fiscal Year then ended and (ii) any other information presented is 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 shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default;.

Monthly Financials. Within To Agent and Black Diamond, within thirty (30) days after the end of each Fiscal Month (or within forty-five (45) days after the end of a Fiscal Month that is the last month of a Fiscal Quarter)Month, financial information regarding Borrower and its Subsidiaries, certified by an officer the Principal Financial Officer of Borrower, consisting of: of consolidated (ai) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flow flows for that portion of the Fiscal Year ending as of the close of such Fiscal Month; ; (bii) unaudited statements of income and cash flow flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Operating Plan Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and and (ciii) a summary of the outstanding balance of all payments made or owing to Affiliates during such Intercompany Notes as of the last day of that Fiscal Month, indicating which payments are in respect of inventory purchases, Capital Expenditures and/or management fees. 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 an officer the Principal Financial Officer of Borrower that (i) such financial information presents fairly in all material respects in accordance with GAAP (subject to normal year-end adjustments) the financial position and results of operations of Borrower and its Subsidiaries, on a consolidated basis, in each case as at the end of such Fiscal Month and for that portion of the period Fiscal Year then ended and (ii) any other information presented is true, correct and complete in all material respects and that to his knowledge there was no Default or Event of Default in existence as of such time or, if a Default or Event of Default shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default;.

Monthly Financials. Within thirty (30) As soon as available, and in any event within 30 days after the end of each Fiscal Month fiscal month (or within forty-five (45) days after the end of a Fiscal Month that is other than the last month of a Fiscal Quarterany fiscal quarter), financial information regarding Borrower the Parent and its Subsidiaries, certified by an officer the Chief Financial Officer of Borrowerthe Parent, consisting of: of consolidated (ai) unaudited balance sheets as of the close of such Fiscal Month fiscal month and the related statements of income and cash flow flows for that portion of the Fiscal Year fiscal year ending as of the close of such Fiscal Month; fiscal month and (bii) unaudited statements of income and cash flow flows for such Fiscal Monthfiscal month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Operating Plan Projections for such Fiscal Year; and (c) a summary of fiscal year, all payments made or owing to Affiliates during such Fiscal Month, indicating which payments are prepared in respect of inventory purchases, Capital Expenditures and/or management feesaccordance with GAAP. Such financial information shall be accompanied by a listing of the letter of credit requirements of the Parent and its Subsidiaries as of the end of one month and the certification of an officer the Chief Financial Officer of Borrower the Parent that (iA) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments) the financial position and results of operations of Borrower the Parent and its Subsidiaries, in each case on a consolidated basis as at the end of such Fiscal Month month and for the period then ended ended, subject to the absence of footnotes and to ordinary year-end audit adjustments and (iiB) any other information presented is true, correct and complete in all material respects and that there was no Default Incipient Termination Event or Termination Event of Default in existence as of such time or, if a Default an Incipient Termination Event or Termination Event of Default shall have occurred and be continuing, describing the nature thereof and all efforts undertaken to cure such Default Incipient Termination Event or Event of Default;Termination Event.

Monthly Financials. Within To Agent and Lenders, within thirty (30) days after the end of each Fiscal Month (or within forty-five (45) days after the end of a Fiscal Month that is the last month of a Fiscal Quarter)Month, financial information regarding Borrower Borrowers and its their Subsidiaries, certified by an officer the Chief Financial Officer of BorrowerBorrower Representative, consisting of: of consolidated and consolidating (ai) unaudited balance sheets as of the close of such Fiscal Month and the related statements of income and cash flow for that portion of the Fiscal Year ending as of the close of such Fiscal Month; , setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Projections for such Fiscal Year, all prepared in accordance with GAAP (bsubject to normal year-end adjustments); (ii) unaudited statements of income and cash flow flows for such Fiscal Month, setting forth in comparative form the figures for the corresponding period in the prior year and the figures contained in the Operating Plan Projections for such Fiscal Year, all prepared in accordance with GAAP (subject to normal year-end adjustments); and and (ciii) a summary of the outstanding balance of all payments made or owing to Affiliates during such Intercompany Notes as of the last day of that Fiscal Month, indicating which payments are in respect of inventory purchases, Capital Expenditures and/or management fees. Such financial information shall be accompanied by the certification of an officer the Chief Financial Officer of Borrower Representative that (i) such financial information presents fairly in accordance with GAAP (subject to normal year-end adjustments) the financial position and results of operations of Borrower Borrowers and its their Subsidiaries, on a consolidated and consolidating basis, in each case as at the end of such Fiscal Month month and for the period then ended and (ii) any other information presented is 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 shall have has occurred and be is continuing, describing the nature thereof and all efforts undertaken to cure such Default or Event of Default. In addition, Borrowers shall deliver to Agent and Lenders, simultaneously with the delivery of the financial information as required by this paragraph (a) above, a management discussion and analysis which includes a comparison to budget and the corresponding period in the prior year;