Common use of Quarterly Financial Statements and Reports Clause in Contracts

Quarterly Financial Statements and Reports. Except to the extent the following quarterly financial statements and reports are available on the Borrower’s website, as soon as available but in any event within 60 days after the end of each of the first three calendar quarters of each Financial Year, deliver to IFC: (i) 2 copies of the Borrower’s and its Subsidiaries complete unaudited financial statements for such quarter prepared, on both an unconsolidated basis and a Consolidated Basis, in accordance with the Accounting Standards and on a basis consistent with the Borrower’s audited financial statements, in each case, certified by the Borrower’s chief financial officer (or in his or her absence, by an Authorized Representative of the Borrower); and (ii) the quarterly reports disclosed by the Borrower to the market; and (A) a report (in a form pre-agreed between IFC and the Borrower), signed by the Borrower’s chief financial officer (or in his or her absence, by an Authorized Representative of the Borrower), specifying how the Net Debt to EBITDA Ratio and the Interest Coverage Ratio have been calculated (i.e., whether calculated only on a Consolidated Basis or on both an unconsolidated basis and a Consolidated Basis pursuant to Section 5.01(m) (Affirmative Covenants)), and concerning compliance with the financial covenants in this Agreement; and (B) a Revenues and EBITDA report (in a form pre-agreed between IFC and the Borrower), signed by the Borrower’s chief financial officer (or in his or her absence, by an Authorized Representative of the Borrower), for the purposes of determining the calculations set forth in Section 5.01(m) and confirming whether such ratios where calculated on a Consolidated Basis for such period or on both an unconsolidated basis and a Consolidated Basis if applicable under this Agreement; for the avoidance of doubt, if any of the financial statements and reports under this Section 5.03(a) are no longer available on the Borrower’s website or if the Borrower is delisted or otherwise no longer required by applicable law to publish on their website any such financial statements or reports, the Borrower shall furnish such financial statements or reports, as the case may be, directly to IFC, at IFC’s satisfaction.

Quarterly Financial Statements and Reports. Except to the extent the following quarterly financial statements and reports are available on the Borrower’s website, as As soon as available but in any event within 60 45 (forty five) days after from the end of each of the first three calendar quarters of each Financial YearQuarter, deliver to IFC: Trustee (acting on behalf of the Debentureholders), a copy of the Issuer’s (i) 2 copies of the Borrower’s and its Subsidiaries complete audited financial statements; or (ii) unaudited financial statements together with limited review report by the Auditors; for such quarter prepared, Financial Quarter prepared on both an unconsolidated basis and a Consolidated Basis, Basis or standalone basis (as may be applicable) in accordance with the Accounting Standards and on a basis consistent with the Borrower’s audited financial statements, in each caseStandards, certified by the Borrower’s managing director, or chief financial officer (or in his or her absence, by an Authorized Representative of the Borrower); andIssuer, together with: (ii) the quarterly reports disclosed by the Borrower to the market; and (Aa) a report (in a the form pre-agreed between IFC and by the BorrowerOriginal Debentureholder), signed by the BorrowerIssuer’s chief financial officer (or in his or her absence, by an Authorized Representative of the Borrower), specifying how the Net Debt to EBITDA Ratio and the Interest Coverage Ratio have been calculated (i.e., whether calculated only on a Consolidated Basis or on both an unconsolidated basis and a Consolidated Basis pursuant to Section 5.01(m) (Affirmative Covenants)), and concerning compliance with the negative covenants contained in Paragraph 1 (Dividends and Restricted Payments), 2 (Redemptions), 3 (Financial Debt and Liabilities), 4 (Permitted Security), 5 (Arm’s Length Transactions) and 11 (Use of Proceeds) of Section B (Issuer’s Negative Covenants) of Schedule VI (Issuer’s Covenants) of Part A of this Deed and the financial covenants contained in Paragraph 10 (Financial Ratios) of Section A (Issuer’s Affirmative Covenants) of Schedule VI (Issuer’s Covenants) of Part A of this Agreement; and Deed including a clear description of the methodology used in the respective calculations; (Bb) a Revenues and EBITDA report (in a form pre-agreed between IFC and regarding the Borrower)operations of the Issuer, signed by the BorrowerIssuer’s chief financial officer officer; (or c) a certificate by the Auditor as required under applicable Law certifying the compliance status with respect to covenants contained in his or her absence, by an Authorized Representative of the Borrower), for the purposes of determining the calculations set forth in Section 5.01(mSchedule VI (Issuer’s Covenants) and confirming whether such ratios where calculated on Schedule VII (Reporting Requirements) of Part A of this Deed; and (d) a Consolidated Basis for such period certificate by the Auditor or on both an unconsolidated basis the chartered account as required under applicable Law certifying that the Security Cover of at least 120% (one hundred and a Consolidated Basis if applicable under this Agreement; for twenty per cent) is maintained by the avoidance of doubt, if any of the financial statements and reports under this Section 5.03(a) are no longer available on the Borrower’s website or if the Borrower is delisted or otherwise no longer required by applicable law to publish on their website any such financial statements or reports, the Borrower shall furnish such financial statements or reports, as the case may be, directly to IFC, at IFC’s satisfactionIssuer.

Quarterly Financial Statements and Reports. Except to the extent the following quarterly financial statements and reports are available on the Borrower’s website, as soon as available but in any event within 60 days after the end of each of the first three calendar quarters of each Financial Year, deliver to IFC:: ​ (i) 2 two copies of the Borrower’s and its Subsidiaries complete unaudited financial statements for such quarter prepared, on both an unconsolidated basis and a Consolidated Basis, in accordance with the Accounting Standards and on a basis consistent with the Borrower’s audited financial statements, in each case, certified by the Borrower’s chief financial officer (or in his or her absence, by an Authorized Representative of the Borrower); and (ii) the quarterly reports disclosed by the Borrower to the market; andand ​ (iii) (A) a report (in a form pre-agreed between IFC and the Borrower), signed by the Borrower’s chief financial officer (or in his or her absence, by an Authorized Representative of the Borrower), specifying how the Net Debt to EBITDA Ratio and the Interest Coverage Ratio have been calculated (i.e., whether calculated only on a Consolidated Basis or on both an unconsolidated basis and a Consolidated Basis pursuant to Section 5.01(m) (Affirmative Covenants)), and concerning compliance with the financial covenants in this Agreement; and (B) a Revenues and EBITDA report (in a form pre-agreed between IFC and the Borrower), signed by the Borrower’s chief financial officer (or in his or her absence, by an Authorized Representative of the Borrower), for the purposes of determining the calculations set forth in Section 5.01(m) and confirming whether such ratios where calculated on a Consolidated Basis for such period or on both ​ ​ ​ an unconsolidated basis and a Consolidated Basis if applicable under this Agreement; ​ for the avoidance of doubt, if any of the financial statements and reports under this Section 5.03(a) are no longer available on the Borrower’s website or if the Borrower is delisted or otherwise no longer required by applicable law to publish on their website any such financial statements or reports, the Borrower shall furnish such financial statements or reports, as the case may be, directly to IFC, at IFC’s satisfaction.. ​

Quarterly Financial Statements and Reports. Except (A) Within 60 days after the close of each of the first three quarterly accounting periods in each fiscal year of Holdings and the Borrower (commencing with the quarterly accounting period ending closest to June 30, 2000), (i) a consolidated balance sheet of each of Holdings and its Subsidiaries and the Borrower and its Subsidiaries as at the end of such quarterly accounting period, (ii) the related consolidated statements of income for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly accounting period and (iii) the related consolidated statements of cash flows for the elapsed portion of the fiscal year ended with the last day of such quarterly accounting period, in each case setting forth comparative figures for the corresponding fiscal periods in the prior fiscal year, all of which shall be in reasonable detail and certified by an Authorized Financial Officer of Holdings or the Borrower, as the case may be, that, to the extent best of such officer's knowledge after due inquiry, they fairly present, in all material respects, the following quarterly financial condition of each of Holdings and its Subsidiaries and the Borrower and its Subsidiaries as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated, subject to normal year-end audit adjustments, provided that, in -------- satisfying the requirements of this Section 7.01(a), if at the time the financial statements referenced herein are to be delivered, Holdings owns no capital stock of any Person other than the Borrower and reports has no other material assets or liabilities (other than pursuant to the Credit Documents), then only the consolidated financial statements of Holdings and its Subsidiaries need to be delivered pursuant to this Section 7.01(a) so long as any differences in the consolidated financial statements of Holdings and its Subsidiaries from those of the Borrower and its Subsidiaries are available on indicated by footnotes in the Borrower’s website, as soon as available but in any event within respective consolidated financial statements of Holdings and its Subsidiaries. (B) Within 60 days after the end of each of the first three calendar quarters of each Financial Year, deliver to IFC: (i) 2 copies of the Borrower’s and its Subsidiaries complete unaudited financial statements for such quarter prepared, on both an unconsolidated basis and a Consolidated Basis, in accordance with the Accounting Standards and on a basis consistent with the Borrower’s audited financial statements, quarterly accounting period in each casefiscal year of Holdings, certified by the Borrower’s chief financial officer (or an operating statement in his or her absence, by an Authorized Representative of the Borrower); and (ii) the quarterly reports disclosed by the Borrower form and detail reasonably satisfactory to the market; and (A) a report (in a form pre-agreed between IFC and the Borrower), signed by the Borrower’s chief financial officer (or in his or her absence, by an Authorized Representative of the Borrower), specifying how the Net Debt to EBITDA Ratio and the Interest Coverage Ratio have been calculated (i.e., whether calculated only on a Consolidated Basis or on both an unconsolidated basis and a Consolidated Basis pursuant to Section 5.01(m) (Affirmative Covenants)), and concerning compliance with the financial covenants in this Agreement; and (B) a Revenues and EBITDA report (in a form pre-agreed between IFC and the Borrower), signed by the Borrower’s chief financial officer (or in his or her absence, by an Authorized Representative of the Borrower)Administrative Agent, for the purposes of determining the calculations set forth in Section 5.01(m) and confirming whether such ratios where calculated on a Consolidated Basis for such period or on both an unconsolidated basis and a Consolidated Basis if applicable under this Agreement; for the avoidance of doubt, if any elapsed portion of the financial statements and reports under this Section 5.03(a) are no longer available on fiscal year ended with the Borrower’s website or if the Borrower is delisted or otherwise no longer required by applicable law last day of such quarterly accounting period for all Hotel Properties then subject to publish on their website any such financial statements or reports, the Borrower shall furnish such financial statements or reports, as the case may be, directly to IFC, at IFC’s satisfactionOperating Leases.

Quarterly Financial Statements and Reports. Except (A) Within 60 days after the close of each of the first three quarterly accounting periods in each fiscal year of the Borrower (commencing with the quarterly accounting period ending closest to September 30, 1997) (i) the consolidated balance sheet of each of Holdings and its Subsidiaries and the Borrower and its Subsidiaries as at the end of such quarterly accounting period, (ii) the related consolidated statements of income for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly accounting period and (iii) the related consolidated statements of cash flows for the elapsed portion of the fiscal year ended with the last day of such quarterly accounting period, in each case (commencing with the financial statements to be delivered in respect of the Borrower's quarterly accounting period ending closest to September 30, 1998) setting forth comparative figures for the corresponding fiscal periods in the prior fiscal year, all of which shall be in reasonable detail and certified by an Authorized Financial Officer of the Borrower that, to the extent best of such officer's knowledge after due inquiry, they fairly present the following quarterly financial condition of each of Holdings and its Subsidiaries and the Borrower and its Subsidiaries as of the dates indicated and the results of their operations and changes in their cash flows for the periods indicated, subject to normal year-end audit adjustments, provided that, in satisfying the requirements of this Section 7.01(a), if at the time the financial statements referenced herein are to be delivered, Holdings owns no capital stock of any Person other than HMC Capital and reports the Borrower and has no other material assets or liabilities (other than pursuant to the Credit Documents), then one set of combined financial statements may be delivered pursuant to this Section 7.01(a) so long as any differences in the combined financial statements of Holdings and its Subsidiaries from those of the Borrower and its Subsidiaries are available on indicated by footnotes in the respective combined financial statements. (i) Within 50 days after the end of each of the first three quarterly accounting periods, and within 75 days after the end of the fourth quarterly accounting period, in each fiscal year of the Borrower’s website, certificates in the forms of (x) Exhibit M-1 (with such changes thereto as soon are reasonably acceptable to the Administrative Agent) for each Hotel Property that is a Borrowing Base Property on an individual basis, and, at any time that the Borrower or any of its Subsidiaries owns or leases any non-Borrowing Base Properties, for all such Hotel Properties on a combined basis, and (y) Exhibit M-2 (with such changes thereto as available but are reasonably acceptable to the Administrative Agent) for each Senior Living Care Facility that is a Borrowing Base Property on an individual basis, and, at any time that the Borrower or any of its Subsidiaries owns or leases any non-Borrowing Base Properties, for all such Senior Living Care Facilities on a combined basis, in any event within each case signed by an Authorized Financial Officer of the Borrower setting forth the required financial and other information for such quarterly accounting period as set forth in such Exhibits and for the elapsed portion of the fiscal year ended with the last day of such quarterly accounting period, and setting forth comparative figures for the corresponding quarterly accounting period in the prior fiscal year and the budgeted figures for such quarterly accounting period. (ii) Within 60 days after the end of each of the first three calendar quarters quarterly accounting periods (commencing with the quarterly accounting period ending closest to September 30, 1997), and within 120 days after the end of the fourth quarterly accounting period, in each Financial Year, deliver to IFC: (i) 2 copies fiscal year of the Borrower’s , a certificate in the form of Exhibit N (with such changes thereto as are reasonably acceptable to the Administrative Agent) for the Borrower and its Subsidiaries complete unaudited financial statements for such quarter prepared, on both an unconsolidated basis and a Consolidated Basis, in accordance with the Accounting Standards and on a basis consistent with the Borrower’s audited financial statementsconsolidated basis, in each case, certified by the Borrower’s chief financial officer (or in his or her absence, case signed by an Authorized Representative Financial Officer of the Borrower); and (ii) Borrower setting forth the quarterly reports disclosed by required financial and other information for the Borrower to the market; and (A) a report (in a form pre-agreed between IFC and the Borrower), signed by the Borrower’s chief financial officer (or in his or her absence, by an Authorized Representative elapsed portion of the Borrower), specifying how the Net Debt to EBITDA Ratio and the Interest Coverage Ratio have been calculated (i.e., whether calculated only on a Consolidated Basis or on both an unconsolidated basis and a Consolidated Basis pursuant to Section 5.01(m) (Affirmative Covenants)), and concerning compliance fiscal year ended with the financial covenants in this Agreement; and (B) a Revenues and EBITDA report (in a form pre-agreed between IFC and the Borrower), signed by the Borrower’s chief financial officer (or in his or her absence, by an Authorized Representative last day of the Borrower), for the purposes of determining the calculations set forth in Section 5.01(m) and confirming whether such ratios where calculated on a Consolidated Basis for such period or on both an unconsolidated basis and a Consolidated Basis if applicable under this Agreement; for the avoidance of doubt, if any of the financial statements and reports under this Section 5.03(a) are no longer available on the Borrower’s website or if the Borrower is delisted or otherwise no longer required by applicable law to publish on their website any such financial statements or reports, the Borrower shall furnish such financial statements or reports, as the case may be, directly to IFC, at IFC’s satisfactionquarterly accounting period.