Common use of Provision of Financial Statements Clause in Contracts

Provision of Financial Statements. The Borrower will send or procure that there are sent to the Agent: (a) as soon as possible, but in no event later than 180 days after the end of each Financial Year of the Borrower and the Corporate Guarantor, the unaudited individual management accounts of the Borrower and the consolidated audited annual financial statements of the Group for that Financial Year (commencing with the unaudited management accounts or the audited financial statements (as the case may be) for the Financial Year which ended on 31 December 2015 in respect of the Borrower and on 31 December 2014 in respect of the Corporate Guarantor); and (b) as soon as possible, but in no event later than 90 days after the end of each 6-month period ending on 30 June and 31 December in each Financial Year of the Borrower or, as the case may be, the Corporate Guarantor, the semi-annual individual unaudited management accounts in respect of the Borrower or, in the case of the Corporate Guarantor, the semi­annual consolidated unaudited financial statements of the Group, in each case, for that 6-month period (commencing with the management accounts for the 6-month period ending on 30 June 2016 in respect of the Borrower and the financial statements for the period ending on 30 June 2015 in respect of the Corporate Guarantor), duly certified as to their correctness by the chief financial officer of the Corporate Guarantor; and (c) promptly after each written request by the Agent, such further financial, business or other operational information in respect of the Borrower, the Ship, the Corporate Guarantor, the other Security Parties and the Group (including, without limitation, any information regarding any sale and purchase agreements, investment brochures, shipbuilding contracts and charter agreements) as may be requested by the Agent.

Provision of Financial Statements. The Each Borrower will send or procure that there are sent to the Agent: (a) as soon as possible, but in no event later than 180 days after the end of each Financial Year of the that Borrower and the Corporate Guarantor, the individual unaudited individual management accounts annual financial statements of the that Borrower and the consolidated audited annual financial statements of the Group for that Financial Year (commencing with the unaudited management accounts or the audited financial statements (as the case may be) for the Financial Year which ended on 31 December 2015 2013), in respect the case of the Borrower and on 31 December 2014 in respect unaudited annual financial statements of that Borrower, duly certified as to their correctness by the chief financial officer of the Corporate Guarantor); and (b) as soon as possible, but in no event later than 90 days after the end of each 6-month period ending on 30 June and 31 December in each Financial Year of the that Borrower or, as the case may be, the Corporate Guarantor, the semi-annual individual unaudited management accounts financial statements in respect of the that Borrower or, in the case of the Corporate Guarantor, the semi­annual semi-annual consolidated unaudited financial statements of the Group, in each case, for that 6-month period (commencing with the management accounts financial statements for the 6-month period ending on 30 June 2016 in respect of the Borrower and the financial statements for the period ending on 30 June 2015 in respect of the Corporate Guarantor2014), duly certified as to their correctness by the chief financial officer of the Corporate Guarantor; and (c) promptly after each written request by the Agent, such further financial, business financial or other operational information in respect of the that Borrower, the each Ship, the Corporate Guarantor, the other Security Parties and the Group (including, without limitation, any information regarding any sale and purchase agreements, investment brochures, shipbuilding contracts and charter agreements) as may be requested by the Agent.

Provision of Financial Statements. The Borrower Guarantor will send or procure that there are sent to the Agent: (a) as soon as possiblepracticable, but in no event later than 180 120 days after the end of each Financial Year financial year of the Borrower and Guarantor beginning with the Corporate Guarantoryear ending 31 December 2014, the unaudited individual management audited consolidated accounts of the Borrower Guarantor and the consolidated audited annual financial statements its subsidiaries; (b) [reserved]; (c) [reserved]; (d) as soon as practicable (and in any event within forty-five (45) days of the Group for that Financial Year (commencing with end of the unaudited management accounts or the audited financial statements (as the case may be) for the Financial Year which ended on 31 December 2015 contemplated quarter in respect of the Borrower first three quarters of each fiscal year and on 31 December 2014 90 days in respect of the Corporate Guarantor); and (bfinal quarter) as soon as possible, but in no event later than 90 days after the end of each 6-month period ending on 30 June and 31 December in each Financial Year a copy of the Borrower or, as the case may be, the Corporate Guarantor, the semi-annual individual unaudited consolidated quarterly management accounts in respect (including current and year to date profit and loss statements and balance sheet compared to the previous year and to budget) of the Borrower or, in the case of the Corporate Guarantor, the semi­annual consolidated unaudited financial statements of the Group, in each case, for that 6-month period (commencing with the management accounts for the 6-month period ending on 30 June 2016 in respect of the Borrower and the financial statements for the period ending on 30 June 2015 in respect of the Corporate Guarantor), duly Guarantor certified as to their correctness by the chief financial officer of the Corporate GuarantorGuarantor (it being understood that the delivery by the Guarantor of quarterly or annual reports as filed with the Securities and Exchange Commission in respect of the Guarantor and its consolidated subsidiaries shall satisfy all the requirements of this paragraph (d)); (e) a compliance certificate in the form set out in Schedule 1 to this Guarantee or in such other form as the Agent may reasonably require (each a "Compliance Certificate") at the same time as there is delivered to the Agent, and together with, each set of unaudited consolidated quarterly management accounts under paragraph (d) and, if applicable, audited consolidated accounts under paragraph (a), duly signed by the chief financial officer of the Guarantor and certifying whether or not the requirements of Clause 11.15 are then complied with; (f) such additional financial or other relevant information regarding the Guarantor and the Group as the Agent may reasonably request; and (ci) promptly As soon as practicable (and in any event within 120 days after the close of each written request by fiscal year), commencing with the Agentfiscal year ending December 31, such further financial2014, business or other operational information in respect annual cash flow projections on a consolidated basis of the Borrower, Group showing on a monthly basis advance ticket sales (for at least 12 months following the Ship, date of such statement) for the Corporate Guarantor, the other Security Parties Group; (ii) As soon as practicable (and in any event not later than January 31 of each fiscal year): (x) a budget for the Group for such new fiscal year including a 12 month liquidity budget for such new fiscal year; (includingy) updated financial projections of the Group for at least the next five years (including an income statement, balance sheet statement and cash flow statement and quarterly break downs for the first of those five years); and (z) an outline of the assumptions supporting such budget and financial projections including but without limitation, limitation any information regarding any sale and purchase agreements, investment brochures, shipbuilding contracts and charter agreements) as may be requested by the Agent.scheduled drydockings;

Provision of Financial Statements. The Each Borrower will send or procure that there are sent to the Agent: (a) as soon as possible, but in no event later than 180 days after the end of each Financial Year of the Borrower and the Corporate Guarantor, the unaudited individual management accounts of the Borrower and the consolidated audited annual financial statements of the Group for that Financial Year Corporate Guarantor (commencing with the unaudited management accounts or the audited financial statements (as the case may be) for the Financial Year which ended on 31 December 2015 in respect 2020) which shall be the same as those publicly filed with the Securities and Exchange Commission of the Borrower and New York Stock Exchange; (b) as soon as possible, but in no event later than 120 days after the 6-month period ending on 31 December 2014 30 June in respect each Financial Year of the Corporate Guarantor, the semi-annual consolidated unaudited financial statements of the Corporate Guarantor, for that 6-month period (commencing with the financial statements for the 6-month period ending on 30 June 2021); and, duly certified as to their correctness by the chief financial officer of the Corporate Guarantor; (bc) as soon as possible, but in no event later than 90 days after the end of each 63-month period ending on 30 June June, 30 September, 31 December and 31 December March in each Financial Year of the Borrower or, as the case may be, the Corporate Guarantor, the semi-annual individual unaudited management accounts in respect of the Borrower or, in the case of the Corporate Guarantor, the semi­annual quarterly consolidated unaudited financial statements of the Group, in each caseCorporate Guarantor, for that 63-month period (commencing with the management accounts financial statements for the 63-month period ending on 30 June 2016 in respect of the Borrower and the financial statements for the period ending on 30 June 2015 in respect of the Corporate Guarantor31 March 2021), duly certified as to their correctness by the chief financial officer of the Corporate Guarantor; and (cd) promptly after each written request by the Agent, such further financial, business financial or other operational information in respect of the that Borrower, the each Ship, the Corporate Guarantor, Guarantor and the other Security Parties and the Group (including, without limitation, any information regarding any sale and purchase agreements, investment brochures, shipbuilding contracts and contracts, charter agreements, operational expenditures for the Ships and utilisation rates of the Ships) as may be requested by the Agent.

Provision of Financial Statements. The Borrower Obligors will send or procure that there are sent to the Agent: (a) as soon as possible, but in no event later than 180 120 days after the end of each Financial Year financial year of the Borrower and the Corporate Guarantor, starting with the unaudited individual management financial year ending on 31 December 2015, the consolidated audited accounts of the Borrower Corporate Guarantor and its subsidiaries, certified as to their correctness by the consolidated audited annual financial statements of the Group for that Financial Year (commencing with the unaudited management accounts or the audited financial statements (as the case may be) for the Financial Year which ended on 31 December 2015 in respect of the Borrower and on 31 December 2014 in respect chief accounting officer of the Corporate Guarantor); and; (b) as soon as possible, but in no event later than 90 120 days after the end of each 6-month period financial year of each Borrower (starting with the financial year ending on 30 June and 31 December in 2015) the audited accounts of each Financial Year of the Borrower or, as the case may be, the Corporate Guarantor, the semi-annual individual unaudited management accounts in respect of the Borrower or, in the case of the Corporate Guarantor, the semi­annual consolidated unaudited financial statements of the Group, in each case, for that 6-month period (commencing with the management accounts for the 6-month period ending on 30 June 2016 in respect of the Borrower and the financial statements for the period ending on 30 June 2015 in respect of the Corporate Guarantor)year, duly each certified as to their correctness by the chief financial accounting officer of the relevant Borrower; (c) as soon as possible, but in no event later than 60 days after the end of each of the 3 months periods up to 31 March, 30 June and 30 September each year, the consolidated unaudited management accounts for that 3 month period of the Corporate Guarantor together with its subsidiaries, certified as to their correctness by the chief accounting officer of the relevant Corporate Guarantor; (d) as soon as possible, but in no event later than 60 days after the end of each of the 3 months periods up to 31 March, 30 June and 30 September each year, (starting with the period ending on 30 June 2016) the unaudited management accounts for that 3 month period of each Borrower, each certified as to their correctness by the chief accounting officer of the relevant Borrower; (e) on the dates on which the accounts are or are to be delivered under this Clause 11.5 a Compliance Certificate duly and correctly completed and signed by the chief financial officers (or other authorised signatory) of the Corporate Guarantor confirming compliance with the covenants as set out in Clause 12.3 (including supporting calculations satisfactory to the Agent) as at the end of the latest financial year or quarter (as the case may be); and (cf) promptly after each written request by the AgentAgent (acting on the instructions of any Lender), such further financial, business or other operational financial information in respect about the Obligors and/or the Ships and/or the vessels under the agency of the BorrowerApproved Manager, the Shiptheir operations and business, the Corporate Guarantor, the other Security Parties and the Group (including, without limitationbut not limited to, charter arrangements, Financial Indebtedness, realised and budgeted operating expenses, cash flow forecasts and loan repayments profiles, including in relation to any information regarding German § 18 KWG (Kreditwesengesetz) obligations, as the Agent (acting on the instructions of any sale and purchase agreements, investment brochures, shipbuilding contracts and charter agreementsLender) as may be requested by the Agentrequire.

Provision of Financial Statements. The Each Borrower will send or procure that there are sent to the Agent: (a) as soon as possible, but in no event later than 180 days after the end of each Financial Year of the that Borrower and the Corporate Guarantor, the individual unaudited individual annual management accounts of the that Borrower and the consolidated audited annual financial statements of the Group for that Financial Year Corporate Guarantor (commencing with the unaudited management accounts or the audited financial statements (as the case may be) for the Financial Year which ended on 31 December 2015 in respect of the Borrower and on 31 December 2014 in respect of the Corporate Guarantor2021); and (b) as soon as possible, but in no event later than 90 days after the end of each first 6-month period ending on 30 June and 31 December in each Financial Year of the that Borrower or, as the case may be, the Corporate Guarantor, the semi-annual individual unaudited management accounts in respect of the that Borrower or, in the case of the Corporate Guarantor, the semi­annual semi-annual consolidated unaudited financial statements management accounts of the Group, in each case, for that 6-month period (commencing with the management accounts financial statements for the 6-month period ending on 30 June 2016 in respect of the Borrower and the financial statements for the period ending on 30 June 2015 in respect of the Corporate Guarantor2021), duly certified as to their correctness by the chief financial officer of the Corporate Guarantor; and (c) promptly after each written request by the Agent, such further financial, business financial or other operational information in respect of the that Borrower, the Ship, each Ship and the Corporate Guarantor, the other Security Parties and the Group Guarantor (including, without limitation, any information regarding any sale and purchase agreements, investment brochures, shipbuilding contracts contracts, charter agreements and charter agreementsoperational expenditures for the Ships) as may be requested by the Agent.

Provision of Financial Statements. The Borrower Guarantor will send or procure that there are sent to the Facility Agent: (a) as soon as possible, but in no event later than 180 120 days after the end of each Financial Year financial year of the each Relevant Borrower and the Corporate Guarantoror, the unaudited individual management accounts of the Borrower and the consolidated audited annual financial statements of the Group for that Financial Year (commencing with the unaudited management accounts or the audited financial statements (as the case may be) , the Guarantor (commencing with the financial statements for the Financial Year year which ended on 31 December 2015 in respect 2015): (i) the unaudited annual accounts of that Relevant Borrower; and (ii) the audited consolidated annual accounts of the Borrower and on 31 December 2014 in respect of the Corporate Guarantor); andGroup; (b) as soon as possible, but in no event later than 90 days after the end of each 6-6 month period ending on 30 June and 31 December in each Financial Year financial year of the that Relevant Borrower or, as the case may be, the Corporate Guarantor, Guarantor ending on 30 June and 31 December: (i) the semi-annual individual unaudited management accounts in respect of the that Relevant Borrower or, in the case of the Corporate Guarantor, the semi­annual consolidated unaudited financial statements of the Group, in each case, for that 6-month period certified as to their correctness by an officer of that Relevant Borrower or by the chief financial officer of the Guarantor; and (commencing with ii) the unaudited consolidated management accounts of the Group for the that 6-month period ending on 30 June 2016 in respect of the Borrower and the financial statements for the period ending on 30 June 2015 in respect of the Corporate Guarantor), duly certified as to their correctness by the chief financial officer of the Corporate Guarantor; (c) annual budgets in respect of operated expenses and accruals of the Ships owned by a Relevant Borrower which, in the case of accruals, are due and payable within 6 months; and (cd) promptly after each written request by the Facility Agent, such further financial, business information (financial or other operational information in respect of the otherwise) about any Relevant Borrower, the Shipany Security Party, the Corporate Guarantorany Ship owned by a Relevant Borrower (including but not limited to, the other Security Parties charter arrangements, Financial Indebtedness and operating expenses) and the Group (including, without limitation, any information regarding any sale and purchase agreements, investment brochures, shipbuilding contracts and charter agreements) as the Facility Agent may be requested by the Agentrequire.

Provision of Financial Statements. The Each Borrower will send or procure that there are sent to the Agent: (a) as soon as possible, but in no event later than 180 days after the end of each Financial Year of the Borrower and the Corporate Guarantorthat Borrower, the unaudited audited individual management annual accounts of the that Borrower and the consolidated audited annual financial statements of the Group for that Financial Year (commencing with the unaudited management accounts or the audited financial statements (as the case may be) for the Financial Year which ended ending on 31 December 2015 in respect of the Borrower and on 31 December 2014 in respect of the Corporate Guarantor2012); and (b) as soon as possible, but in no event later than 180 days after the end of each Financial Year of the Corporate Guarantor, the audited consolidated annual accounts of the Corporate Guarantor and its subsidiaries (commencing with the accounts for the Financial Year ending on 31 December 2012); (c) as soon as possible, but in no event later than 90 days after the end of each 6six-month period of each Financial Year of that Borrower, the unaudited semi-annual accounts (including a cash-flow statement) of that Borrower for that six-month period (commencing with the semi-annual accounts for the six-month period ending on 30 June and 31 December 2013); and (d) as soon as possible, but in no event later than 90 days after the end of each six-month period of each Financial Year of the Borrower or, as the case may be, the Corporate Guarantor, the semi-annual individual unaudited management accounts in respect of the Borrower or, in the case of the Corporate Guarantor, the semi­annual unaudited semi-annual consolidated unaudited financial statements accounts of the Group, in each case, Corporate Guarantor and its subsidiaries for that 6six-month period (commencing with the management semi-annual consolidated accounts for the 6six-month period ending on 30 June 2016 in respect of the Borrower and the financial statements for the period ending on 30 June 2015 in respect of the Corporate Guarantor2013), duly certified as to their correctness by the chief financial officer of the Corporate Guarantor; and (ce) promptly after each written request by the Agent, such further financial, business financial or other operational information in respect of the either Borrower, the either Ship, the Corporate Guarantor, Guarantor and the other Security Parties and the Group (including, without limitation, any information regarding any sale their financial condition, commitments and purchase agreements, investment brochures, shipbuilding contracts and charter agreementsoperations) as which may be requested by the AgentAgent from time to time.

Provision of Financial Statements. The Each Borrower will send or procure that there are sent to the Agent: (a) as soon as possible, but in no event later than 180 120 days after the end of each Financial Year of that Borrower or, as the Borrower and case may be, the Corporate Guarantor, the individual unaudited individual annual financial statements of that Borrower or its management accounts of the Borrower provided they are reconciled with its audited financial statements and the consolidated audited annual financial statements of the Group Corporate Guarantor for that Financial Year (commencing with the unaudited management accounts or the audited financial statements (as the case may be) for the Financial Year which ended ending on 31 December 2015 in respect of the Borrower and on 31 December 2014 in respect of the Corporate Guarantor2015); and (b) as soon as possible, but in no event later than 90 days after the end of each 6-month period ending on 30 June and 31 December financial quarter in each Financial Year of the that Borrower or, as the case may be, the Corporate Guarantor, the semi-annual quarterly individual unaudited management accounts financial statements in respect of that Borrower and the quarterly consolidated unaudited financial statements of the Corporate Guarantor, in each case, for that financial quarter (commencing with the financial statements for the financial quarter ending on 30 September 2015), duly certified as to their correctness by a director of that Borrower or, in the case of the Corporate Guarantor, the semi­annual consolidated unaudited financial statements of the Group, in each case, for that 6-month period (commencing with the management accounts for the 6-month period ending on 30 June 2016 in respect of the Borrower and the financial statements for the period ending on 30 June 2015 in respect of the Corporate Guarantor), duly certified as to their correctness by the chief financial officer or 2 directors of the Corporate Guarantor; and (c) as soon as possible, but in no event later than 30 March of each Financial Year of that Borrower, or as the case may be, the Corporate Guarantor, the consolidated annual business plan and liquidity forecast of that Borrowers and the Group; and (d) promptly after each written request by the Agent, such further financial, business financial or other operational information in respect of the that Borrower, the each Ship, the Corporate Guarantor, the other Security Parties and the Group (including, without limitation, any information regarding any offering documents, any sale and purchase agreements, investment brochures, shipbuilding contracts and contracts, charter agreements) as may be requested by the Agent).

Provision of Financial Statements. The Each Borrower will send or procure that there are sent to the Agent: (a) as soon as possibleavailable, but in no event later than 180 days after the end of each the Financial Year of the Borrower and the Corporate Guarantor, the unaudited individual management accounts of the Borrower and the annual audited consolidated audited annual financial statements of the Group Corporate Guarantor for that Financial Year (commencing with the unaudited management accounts or the audited financial statements (as the case may be) for the Financial Year which ended on year ending 31 December 2015 in respect of the Borrower and on 31 December 2014 in respect of the Corporate Guarantor2014); and; (b) as soon as possibleavailable, but in no event later than 90 days after the end of each 6-month period ending on 30 June and 31 December in each Financial Year of the Borrower or, as the case may be, the Corporate Guarantor, the semi-annual individual unaudited management accounts in respect of the Borrower or, in the case of the Corporate Guarantor, the semi­annual consolidated unaudited financial statements of the Group, in each case, for that 6-month period (commencing with the management accounts for the 6-month period ending on 30 June 2016 in respect each Financial Year of the Borrowers, the management accounts of each Borrower and which show the financial statements operation of its Ship for the preceding 6-month period (commencing with the 6-month period ending on 30 June 2015 in respect of the Corporate Guarantor), duly 2015) which are certified as to their correctness by the chief financial an authorised officer of the Corporate Guarantor to which the accounts relate; (c) as soon as available, but in no event later than 90 days after the end of the 6-month period ending on 30 June in each Financial Year of the Corporate Guarantor, the unaudited consolidated financial statements of the Corporate Guarantor in respect of the preceding 6-month period (commencing with the 6-month period ending 30 June 2015) which are certified as to their correctness by an authorised officer of the Corporate Guarantor to which the accounts relate; and (cd) promptly after each written request by the Agent, such further financialinformation regarding the financial condition, business or other operational information in respect and operation of the BorrowerBorrowers, the Ship, Ships and the Corporate Guarantor, Guarantor as the other Security Parties and the Group (including, without limitation, any information regarding any sale and purchase agreements, investment brochures, shipbuilding contracts and charter agreements) as Agent may be requested by the Agentreasonably require.

Provision of Financial Statements. The Borrower Borrowers will send send, or procure that there are sent sent, to the AgentLender: (a) as soon as possible, but in no event later than 180 120 days after the end of each Financial Year of the each Borrower and the Corporate Guarantor, the unaudited individual management accounts of the each Borrower and the consolidated audited annual financial statements of the Group for that Financial Year (commencing with the unaudited management accounts or the audited financial statements (as the case may be) for the Financial Year which ended on 31 December 2015 2018 in respect of the Borrower Borrowers and on 31 December 2014 2018 in respect of the Corporate Guarantor); and; (b) as soon as possible, but in no event later than 90 days after the end of each 6-month period ending on 30 June and 31 December in each Financial Year of the each Borrower or, as the case may be, the Corporate Guarantor, the semi-annual individual unaudited management accounts in respect of the each Borrower or, in the case of the Corporate Guarantor, the semi­annual semi-annual consolidated unaudited financial statements of the Group, in each case, for that 6-month period (commencing with the management accounts for the 6-month period ending on 30 June 2016 2018 in respect of the each Borrower and the financial statements for the period ending on 30 June 2015 2018 in respect of the Corporate Guarantor), duly certified as to their correctness by the chief financial officer of the Corporate Guarantor; and; (c) promptly after each written request by the Agentfrom time to time, and on demand such further financial, business financial or other operational information in respect of relating to the BorrowerBorrowers, the Ship, the Corporate Guarantor, the other Security Parties and the Group (including, without limitation, any information regarding any sale and purchase agreements, investment brochures, shipbuilding contracts and charter agreements) and/or a Ship as may be requested by the AgentLender.

Provision of Financial Statements. The Each Borrower will send or procure that there are sent to the Agent: (a) as soon as possible, but in no event later than 180 days after the end of each Financial Year of the that Borrower and the Corporate Guarantor, the individual unaudited individual annual management accounts of the that Borrower and the consolidated audited annual financial statements of the Group for that Financial Year Corporate Guarantor (commencing with the unaudited management accounts or the audited financial statements (as the case may be) for the Financial Year which ended on 31 December 2015 in respect of the Borrower and on 31 December 2014 in respect of the Corporate Guarantor2020); and (b) as soon as possible, but in no event later than 90 days after the end of each first 6-month period ending on 30 June and 31 December in each Financial Year of the that Borrower or, as the case may be, the Corporate Guarantor, the semi-annual individual unaudited management accounts in respect of the that Borrower or, in the case of the Corporate Guarantor, the semi­annual semi-annual consolidated unaudited financial statements management accounts of the Group, in each case, for that 6-month period (commencing with the management accounts financial statements for the 6-month period ending on 30 June 2016 in respect of the Borrower and the financial statements for the period ending on 30 June 2015 in respect of the Corporate Guarantor2021), duly certified as to their correctness by the chief financial officer of the Corporate Guarantor; and (c) promptly after each written request by the Agent, such further financial, business financial or other operational information in respect of the that Borrower, the Ship, each Ship and the Corporate Guarantor, the other Security Parties and the Group Guarantor (including, without limitation, any information regarding any sale and purchase agreements, investment brochures, shipbuilding contracts contracts, charter agreements and charter agreementsoperational expenditures for the Ships) as may be requested by the Agent.