Common use of Quarterly Financial Statements Clause in Contracts

Quarterly Financial Statements. As soon as available and in any event within five days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each of the first three quarterly accounting periods in each fiscal year of Holdings (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 days after the end of each such quarterly accounting period), the consolidated balance sheets of Holdings and the Restricted Subsidiaries as at the end of such quarterly period and the related consolidated statements of operations for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable quarterly period, and setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings and its Restricted Subsidiaries in accordance with GAAP (except as noted therein), subject to changes resulting from normal year-end adjustments and the absence of footnotes.

Quarterly Financial Statements. As soon as available and in any event within five days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each of the first three quarterly accounting periods in each fiscal year of Holdings the Borrower (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 days after the end of each such quarterly accounting period), the consolidated balance sheets of Holdings the Borrower and the Restricted Subsidiaries as at the end of such quarterly period and the related consolidated statements of operations for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable quarterly period, and and, commencing with the quarter ending August 1, 2015, setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings the Borrower as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings the Borrower and its Restricted Subsidiaries in accordance with GAAP (except as noted therein), subject to changes resulting from normal year-end adjustments and the absence of footnotes.

Quarterly Financial Statements. As soon as available and in any event within five days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each of the first three quarterly accounting periods in each fiscal year of Holdings (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 days after the end of each of the first three fiscal quarters of any Fiscal Year (or, in the case of financial statements for the fiscal quarters ending December 31, 2017, March 31, 2018 and June 30, 2018, on or before the date that is 60 days after the end of such quarterly accounting periodfiscal quarter), the consolidated balance sheets of Holdings the Borrower and the Restricted Subsidiaries its consolidated Subsidiaries, in each case, as at the end of such quarterly period and the related consolidated statements of operations for such quarterly accounting period and for the elapsed portion of the fiscal year Fiscal Year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for such quarterly accounting period and for the elapsed portion of the fiscal year Fiscal Year ended with the last day of the applicable such quarterly period, and and, commencing with the fiscal quarter ended on March 31, 2019, setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year Fiscal Year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal yearFiscal Year, all of which shall be (i) certified by an Authorized Officer of Holdings the Borrower as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings the Borrower and its Restricted consolidated Subsidiaries (or Holdings or an indirect parent of the Borrower and its consolidated Subsidiaries, as the case may be) in accordance with GAAP (except as noted therein)in all material respects, subject to changes resulting from audit, normal year-end audit adjustments and the absence of footnotesfootnotes and (ii) accompanied by a Narrative Report with respect thereto.

Quarterly Financial Statements. As soon as available and in any event within five days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each of the first three quarterly accounting periods in each fiscal year of Holdings (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 days after the end of each such quarterly accounting period), the consolidated balance sheets of Holdings and the Restricted Subsidiaries as at the end of such quarterly period and the related consolidated statements of operations for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable quarterly period, and commencing with the quarter ending September 30, 2019 setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings and its Restricted Subsidiaries in accordance with GAAP (except as noted therein), subject to changes resulting from normal year-end adjustments and the absence of footnotes, and, with respect to fiscal 2014 reporting periods, subject to finalization of the purchase price allocation to the fair value of assets acquired and liabilities assumed in the Transactions, as required by GAAP.

Quarterly Financial Statements. As soon as available and in any event within five days (5) Business Days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each of the first three quarterly accounting periods in each fiscal year of Holdings the Borrower (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 60 days after the end of each such quarterly accounting period), the consolidated balance sheets of Holdings the Borrower and the Restricted Subsidiaries Subsidiaries, as at the end of such quarterly period and the related consolidated statements of operations operations, equity and cash flows for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable quarterly period, and setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings the Borrower as fairly presenting in all material respects the financial condition, results of operations operations, equity and cash flows flows, of Holdings the Borrower and its Restricted consolidated Subsidiaries in accordance with GAAP (except as noted therein)GAAP, subject to changes resulting from normal year-end adjustments and the absence of footnotes, together with, if not otherwise required to be filed with the SEC, a customary management discussion and analysis describing the financial condition and results of operations of the Borrower and its Subsidiaries.

Quarterly Financial Statements. As soon as available and in any event within five days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each of the first three quarterly accounting periods in each fiscal year of Holdings (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 days after the end of each such quarterly accounting periodperiod (or 90 days for the third fiscal quarter of 2013 and the first fiscal quarter of 2014)) starting with the third fiscal quarter ending in 2013, the consolidated balance sheets of Holdings and the Restricted Subsidiaries as at the end of such quarterly period and the related consolidated statements of operations for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of the applicable such quarterly period, and setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings and its Restricted Subsidiaries in accordance with GAAP (except as noted therein)GAAP, subject to changes resulting from normal year-end adjustments and the absence of footnotes.

Quarterly Financial Statements. As soon as available and in any event within five days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each of the first three quarterly accounting periods in each fiscal year of Holdings (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 60 days after the end of each such quarterly accounting period), the consolidated balance sheets of Holdings and the Restricted Subsidiaries as at the end of such quarterly period and the related consolidated statements of operations for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable such quarterly accounting period, and setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings and its Restricted Subsidiaries in accordance with GAAP (except as noted therein), subject to changes resulting from normal year-end adjustments and the absence of footnotes.

Quarterly Financial Statements. As soon as available and in any event within five days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each of the first three quarterly accounting periods period in each fiscal year of Holdings the Borrower (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 60 days after the end of each such quarterly accounting periodperiod (75 days for the fiscal quarter of the Borrower ending September 30, 2017)), the consolidated balance sheets of Holdings the Borrower and the Restricted Subsidiaries as at the end of such quarterly period and the related consolidated statements of operations operations, comprehensive income (loss), members’ equity (deficit) and cash flows for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended commencing with the last day of the applicable quarterly periodquarter ending September 30, and 2018 setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings the Borrower as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings the Borrower and its Restricted Subsidiaries in accordance with GAAP (except as noted therein), subject to changes resulting from normal year-end adjustments and the absence of footnotes, and, with respect to fiscal 2017 reporting periods, subject to finalization of the purchase price allocation to the fair value of assets acquired and liabilities assumed in the Transactions, as required by GAAP.

Quarterly Financial Statements. As soon as available and in any event within five days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each of the first three quarterly accounting periods in each fiscal year of Holdings (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 days after the end of each such quarterly accounting periodperiod (60 days for the third fiscal quarter of 2013)), the consolidated balance sheets of Holdings and the Restricted Subsidiaries as at the end of such quarterly period and the related consolidated statements of operations for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of the applicable such quarterly period, and setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings and its Restricted Subsidiaries in accordance with GAAP (except as noted therein)GAAP, subject to changes resulting from normal year-end adjustments and the absence of footnotes.

Quarterly Financial Statements. As soon as available and in any event within five Within 45 days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to close of each of the first three quarterly accounting periods in each fiscal year of Holdings the Parent, (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 days after the end of each such quarterly accounting period), i) the consolidated and consolidating balance sheets of Holdings the Parent and the Restricted its Subsidiaries as at the end of such quarterly period and the related consolidated and consolidating statements of operations, stockholders' equity and cash flows (including, without limitation, on a stand-alone basis the operations and cashflows of the Development Assets) for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable quarterly period, and in each case setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year orand comparable budgeted figures for such period, (ii) management's discussion and analysis of such results, (iii) the "Consolidated Business Center Operating Analysis" showing the financial condition of each business suite center as at the end of such quarterly accounting period and the results of operation for such period, in each case prepared on a basis consistent with the case past practices of Vantas under the Second Amended and Restated Credit Agreement prior to the Third Restatement Effective Date and (iv) the consolidating balance sheet and related statements of income and cash flows showing the financial condition of the Development Assets as of the close of such consolidated balance sheet, for quarterly accounting period and the last day results of operations of the related Development Assets during such quarterly accounting period in and the prior then elapsed portion of the fiscal year, all of which shall be certified by an Authorized Officer the chief financial officer or controller of Holdings as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings and its Restricted Subsidiaries in accordance with GAAP (except as noted therein)Parent, subject to changes resulting from normal year-end adjustments and the absence of footnotesaudit adjustments.

Quarterly Financial Statements. As soon as available and in any event within five days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each of the first three quarterly accounting periods in each fiscal year of Holdings (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 days after the end of each such quarterly accounting periodfiscal quarter), the consolidated balance sheets sheets, and to the extent not publicly available, accompanied by a customary management’s discussion and analysis of Holdings and the Restricted Subsidiaries in a form identical to the management’s discussion and analysis delivered for the Senior Notes as at the end of such quarterly period and the related consolidated statements of operations for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of the applicable such quarterly period, and setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings and its Restricted Subsidiaries in accordance with GAAP (except as noted therein)GAAP, subject to changes resulting from normal year-end adjustments and the absence of footnotes.

Quarterly Financial Statements. (i) As soon as available available, and in any event within five 90 days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to end of each of the first three quarterly accounting periods fiscal quarters in each fiscal year of Holdings TILC, a consolidated balance sheet of TILC and its consolidated Subsidiaries as of the end of such fiscal quarter, together with related consolidated statements of operations and retained earnings and cash flows for such fiscal quarter and the then elapsed portion of such fiscal year, and (orii) As soon as available, if such financial statements are not required to be filed with the SEC, on or before the date that is and in any event within 45 days after the end of each such quarterly accounting period)of the first three fiscal quarters in each fiscal year of Trinity, the a consolidated balance sheets sheet of Holdings Trinity and the Restricted its consolidated Subsidiaries as at of the end of such quarterly period and the fiscal quarter, together with related consolidated statements of operations and retained earnings and cash flows for such quarterly accounting period fiscal quarter and for the then elapsed portion of the such fiscal year ended with the last day of such quarterly periodyear, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable quarterly period, and in each case setting forth in comparative consolidated and/or combined form figures for the related corresponding periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior preceding fiscal year, all such financial statements to be in form and detail and reasonably acceptable to the Agent, and accompanied by a certificate of which shall be certified by an Authorized Officer the chief financial officer of Holdings Trinity or TILC, as applicable, to the effect that such financial statements have been prepared in accordance with GAAP and present fairly presenting in all material respects the consolidated financial condition, position and results of operations and cash flows of Holdings and its Restricted Subsidiaries Trinity or TILC, as applicable, in accordance with GAAP (except as noted therein)consistently applied, subject to changes resulting from normal year-end audit adjustments and the absence of footnotesfootnotes required by GAAP.

Quarterly Financial Statements. As soon as available and in any event within five ten (10) days after of the date on which such financial statements are the Initial Borrower is required to be filed file its Form 10-Q with the SEC (after without giving effect to any extension of such due date, whether obtained by filing the notification permitted extensions) with respect to each by Rule 12b-25 or any successor provision thereto or otherwise), a company-prepared consolidated and consolidating balance sheet of the first three quarterly accounting periods in each fiscal year of Holdings Initial Borrower and its Consolidated Subsidiaries (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 days after the end of each such quarterly accounting period), the consolidated balance sheets of Holdings and the Restricted Subsidiaries including Unrestricted Subsidiaries) as at the end of such quarterly period and the related company-prepared consolidated and consolidating statements of operations income, cash flows and retained earnings for the Initial Borrower and its Consolidated Subsidiaries (including Unrestricted Subsidiaries) for such quarterly accounting period and for the elapsed portion of the fiscal year ended Fiscal Year ending with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable quarterly period, and in each case setting forth in comparative consolidated and/or combined form the figures for the related corresponding period or periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in preceding Fiscal Year (subject to normal recurring year-end audit adjustments) certified as to fairness of presentation, GAAP and consistency by the prior fiscal year, all of which shall be certified by an Authorized Chief Financial Officer of Holdings as the Initial Borrower; and all such financial statements to fairly presenting present in all material respects the financial condition, condition and results from operations of operations the entities and cash flows of Holdings for the periods specified and its Restricted Subsidiaries to be prepared in reasonable detail and in accordance with GAAP (except as noted therein)subject, subject in the case of interim statements, to changes resulting from normal year-end adjustments audit adjustments) applied consistently throughout the periods reflected therein and, if applicable, accompanied by a description of, and an estimation of the absence effect on the financial statements on account of, a change in the application of footnotesaccounting principles as provided in Section 1.3.

Quarterly Financial Statements. As soon as available and in any event within five days after on or before the date on which such financial statements are required to be filed with the SEC (after giving effect or delivered to any permitted extensions) the holders of the Senior Subordinated Notes with respect to each of the first three quarterly accounting periods in each fiscal year of Holdings the Borrower (or, if such financial statements are not required to be filed with the SECSEC or delivered to the holders of the Senior Subordinated Notes, on or before the date that is 45 days after the end of each such quarterly accounting period), the consolidated balance sheets sheet of Holdings (i) the Borrower and the Restricted Subsidiaries and (ii) the Borrower and its Subsidiaries, in each case as at the end of such quarterly period period, and the related consolidated statements statement of operations for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable such quarterly period, and setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings and its Restricted Subsidiaries in accordance with GAAP (except as noted therein)Borrower, subject to changes resulting from audit and normal year-end adjustments and the absence of footnotesaudit adjustments.

Quarterly Financial Statements. As soon as available available, and in any event within five days after no later than the earlier of (i) the date on which such financial statements are the Borrower is required to be filed with by the SEC (after giving effect to deliver its Form 10-Q for any permitted extensions) with respect to each fiscal quarter of the first three quarterly accounting periods in each fiscal year of Holdings Borrower and (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 ii) forty-five (45) days after the end of each such quarterly accounting period)of the fiscal quarters of the Borrower, a company-prepared Consolidated balance sheet of the Borrower and its consolidated balance sheets of Holdings and the Restricted Subsidiaries as at the end of such quarterly period and the related consolidated company-prepared Consolidated statements of operations income and retained earnings and of cash flows for the Borrower and its consolidated Subsidiaries for such quarterly accounting period and for the elapsed portion of the fiscal year ended ending with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable quarterly period, and in each case setting forth in comparative consolidated and/or combined form the figures for the related corresponding period or periods in of the prior preceding fiscal year or(subject to normal recurring year-end audit adjustments). All such financial statements shall fairly present, in all material respects, the financial condition and results from operations of the entities for the periods specified, be prepared in reasonable detail and in accordance with GAAP (subject, in the case of such consolidated balance sheetinterim statements, for the last day of the related period in the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings and its Restricted Subsidiaries in accordance with GAAP (except as noted therein), subject to changes resulting from normal recurring year-end adjustments audit adjustments) applied consistently throughout the periods reflected therein and be accompanied by a description of, and an estimation of the absence effect on the financial statements on account of, a change in the application of footnotesaccounting principles as provided in Section 1.3.

Quarterly Financial Statements. As soon as available and in any event within five 50 days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to close of each of the first three quarterly accounting periods in each fiscal year of Holdings year, (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 days after the end of each such quarterly accounting period), i) the consolidated balance sheets sheet of Holdings the Company and the Restricted its Subsidiaries as at the end of such quarterly period and the related consolidated statements of operations income and retained earnings and cash flows for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable quarterly period, period and setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, and the budgeted figures for such quarterly period as set forth in the case of such consolidated balance sheet, for the last day respective budget delivered pursuant to Section 5.1(e) and (ii) management's discussion and analysis of the related period in the prior fiscal yearimportant operational and financial developments during such quarterly period, all of which shall be certified by an Authorized Officer the chief financial officer or the controller of Holdings as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings and its Restricted Subsidiaries in accordance with GAAP (except as noted therein)Company, subject to changes resulting from normal year-end audit adjustments and the absence of footnotes. If the Company has designated any Unrestricted Subsidiaries hereunder, then the quarterly financial information required by this Section 5.1(b) shall include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, and in management's discussion and analysis of operational and financial developments, of the financial condition and results of operations of Unrestricted Subsidiaries of the Company separate from the financial condition and results of operations of the Company and its Subsidiaries.

Quarterly Financial Statements. As soon as available and in any event within five days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each of the first three quarterly accounting periods in each fiscal year of Holdings (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 60 days after the end of each fiscal quarter of each fiscal year, including the fourth fiscal quarter of each fiscal year (or, in the case of (x) the fiscal quarter during which the Closing Date occurs, 120 days after the end of such quarterly accounting periodfiscal quarter and (y) the first three full fiscal quarters after the fiscal quarter during which the Closing Date occurs, 90 days after the end of such fiscal quarter), the consolidated balance sheets sheet of Holdings the Borrower and the its consolidated Restricted Subsidiaries as at the end of such quarterly period and the related consolidated statements statement of operations income for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable such quarterly period, and setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal year, all in reasonable detail and all of which shall be certified by an Authorized Officer of Holdings the Borrower as fairly presenting in all material respects the financial condition, results of operations operations, shareholders’ equity and cash flows of Holdings the Borrower and its consolidated Restricted Subsidiaries in accordance with GAAP (except as noted thereinother than with respect to potential non-cash adjustments described in Schedule 8.9), subject to changes resulting from audit and normal year-end audit adjustments and to the absence of footnotes.

Quarterly Financial Statements. As soon as available and in any event within five 45 days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to close of each of the first three quarterly accounting periods in each fiscal year of Holdings the Borrower (or, if such financial statements are not required subject to be filed with extension in the SEC, on or before the date that is 45 days after the end event of each such quarterly accounting periodan SEC 12b-25 filing), (i) the consolidated balance sheets of Holdings the Borrower and the Restricted its Consolidated Subsidiaries as at of the end of such quarterly period quarter and the related consolidated statements of operations and statements of cash flows for such quarterly accounting period quarter and for the elapsed portion of the fiscal year ended with the last day of such quarterly periodquarter and setting forth in the statements of operations only, the comparative figures for the corresponding quarter in the prior fiscal year and the budgeted figures for such quarter as set forth in the respective budget delivered pursuant to Section 8.01(d), (ii) the consolidating balance sheets of each of the Borrower’s Subsidiaries as of the end of such quarter and the related consolidated statement consolidating statements of operations and consolidating statements of cash flows for such quarter and for the elapsed portion of the fiscal year ended with the last day of the applicable quarterly periodsuch quarter, and in each case setting forth in the statements of operations only, the comparative consolidated and/or combined figures for the related periods corresponding quarter in the prior fiscal year or, and the budgeted figures for such quarter as set forth in the case of such consolidated balance sheetrespective budget delivered pursuant to Section 8.01(d), for the last day and (iii) management’s discussion and analysis of the related important operational and financial developments during such quarterly period in respect of the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings Borrower and its Restricted Subsidiaries in accordance with GAAP (except as noted therein), subject to changes resulting from normal year-end adjustments and the absence of footnotesSubsidiaries.

Quarterly Financial Statements. As soon as available and in any event within forty-five days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions45) with respect to each of the first three quarterly accounting periods in each fiscal year of Holdings (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 days after the end of each such quarterly accounting period)fiscal quarter of the Borrower, a company-prepared Consolidated and consolidating balance sheet of the consolidated balance sheets of Holdings Borrower and the Restricted its Consolidated Subsidiaries as at the end of such quarterly period and the related consolidated company-prepared Consolidated and consolidating statements of operations income, cash flows and retained earnings for the Borrower and its Consolidated Subsidiaries for such quarterly accounting period and for the elapsed portion of the fiscal year ended ending with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable quarterly period, and in each case setting forth in comparative consolidated and/or combined form the figures for the related corresponding period or periods of the preceding fiscal year and the figures for the corresponding period or periods as set forth in the prior fiscal year or, in the case of most recent budget delivered pursuant to Section 5.1(c) (subject to normal recurring year-end audit adjustments); all such consolidated balance sheet, for the last day of the related period in the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings as financial statements to fairly presenting present in all material respects the financial condition, condition and results from operations of operations the entities and cash flows of Holdings for the periods specified and its Restricted Subsidiaries to be prepared in reasonable detail and in accordance with GAAP (except as noted therein)subject, subject in the case of interim statements, to changes resulting from normal recurring year-end adjustments audit adjustments) applied consistently throughout the periods reflected therein and further accompanied by a description of, and an estimation of the absence effect on the financial statements on account of, a change in the application of footnotesaccounting principles as provided in Section 1.3.

Quarterly Financial Statements. As soon as available and in any event within five days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each of the first three quarterly accounting periods in each fiscal year of Holdings (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 60 days after the end of each fiscal quarter of each fiscal year, including the fourth fiscal quarter of each fiscal year (or, in the case of (x) the fiscal quarter during which the Closing Date occurs, 120 days after the end of such quarterly accounting periodfiscal quarter and (y) the first three full fiscal quarters after the fiscal quarter during which the Closing Date occurs, 90 days after the end of such fiscal quarter), the consolidated balance sheets sheet of Holdings the Borrower and the its consolidated Restricted Subsidiaries as at the end of such quarterly period and the related consolidated statements statement of operations income for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable such quarterly period, and setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal year, all in reasonable detail and all of which shall be certified by an Authorized Officer of Holdings the Borrower as fairly presenting in all material respects the financial condition, results of operations operations, shareholders’ equity and cash flows of Holdings the Borrower and its consolidated Restricted Subsidiaries in accordance with GAAP (except as noted thereinother than with respect to potential non-cash adjustments described in Schedule 8.9), subject to changes resulting from audit and normal year-end audit adjustments and to the absence of footnotes. (c) [Reserved].

Quarterly Financial Statements. As soon as available and in any event within five days after on or before the date on which such financial statements are required to be filed with the SEC (after giving effect or, if such financial statements are not required to any permitted extensionsbe so filed, no later than 45 days following the end of the fiscal quarter) with respect to each of the first three quarterly accounting periods in each fiscal year of Holdings (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 days after the end of each such quarterly accounting period)Borrower, the consolidated balance sheets sheet of Holdings (i) the Borrower and the Restricted Subsidiaries and (ii) the Borrower and its Subsidiaries, in each case as at the end of such quarterly period and the related consolidated statements statement of operations for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable such quarterly period, and setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal yearyear and comparative consolidated figures from the budget for such periods previously provided to the Administrative Agent pursuant to Section 9.1(e), together with a written analysis in reasonable detail by an Authorized Officer of the Borrower discussing material variances from such figures, all of which shall be certified by an Authorized Officer of Holdings as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings and its Restricted Subsidiaries in accordance with GAAP (except as noted therein)Borrower, subject to changes resulting from audit and normal year-end adjustments and the absence of footnotesaudit adjustments.

Quarterly Financial Statements. As soon as available and in any event within five 45 days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to close of each of the first three quarterly accounting periods in each fiscal year of Holdings the Company (or, if such financial statements are not required subject to be filed extension in the event of a filing with the SEC, on or before the date that is 45 days after the end of each such quarterly accounting periodCommission under Rule 12b-25 (an "SEC 12b-25 filing")), the consolidated combined balance sheets of Holdings the Company and the Restricted its consolidated Subsidiaries as at of the end of such quarterly period quarter and the related consolidated combined statements of operations income and statements of cash flows for such quarterly accounting period quarter and for the last elapsed portion of the fiscal year ended with the last day of such quarter and setting forth in the statements of income only, the comparative figures for the corresponding quarter in the prior fiscal year and the budgeted figures for such quarter as set forth in the respective budget delivered pursuant to Section 5.01(e), (ii) the consolidating balance sheets of each of the Company's Subsidiaries as of the end of such quarter and the related consolidating statements of income and consolidating statements of cash flows for such quarter and for the elapsed portion of the fiscal year ended with the last day of such quarterly periodquarter, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable quarterly period, and in each case setting forth in the statements of income only, the comparative consolidated and/or combined figures for the related periods corresponding quarter in the prior fiscal year or, and the budgeted figures for such quarter as set forth in the case of such consolidated balance sheetrespective budget delivered pursuant to Section 5.01(e), for the last day and (iii) management's discussion and analysis of the related important operational and financial developments during such quarterly period in respect of the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings Company and its Restricted Subsidiaries in accordance with GAAP (except as noted therein), subject to changes resulting from normal year-end adjustments and the absence of footnotesSubsidiaries.

Quarterly Financial Statements. As soon as available and in any event within five days (5) Business Days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each of the first three quarterly accounting periods in each fiscal year of Holdings the Borrower (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 60 days after the end of each such quarterly accounting period), the consolidated balance sheets sheet of Holdings the Borrower and the Restricted Subsidiaries as at the end of such quarterly period and the related consolidated statements of operations operations, shareholders’ equity and cash flows for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable quarterly period, and setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings the Borrower as fairly presenting in all material respects the financial condition, results of operations operations, shareholders’ equity and cash flows flows, of Holdings the Borrower and its Restricted consolidated Subsidiaries in accordance with GAAP (except as noted therein)GAAP, subject to changes resulting from audit and normal year-end audit adjustments and the absence of footnotes.

Quarterly Financial Statements. As soon as available and in any event within five days after on or before the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each of the first three quarterly accounting periods in each fiscal year of Holdings the Borrower (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 days after the end of each such quarterly accounting period), the consolidated balance sheets sheet of Holdings the Borrower and the Restricted Subsidiaries Subsidiaries, as at the end of such quarterly period and the related consolidated statements statement of operations for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable such quarterly period, and setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal yearyear (including a note which reconciles the differences between the balance sheet, statement of operations and statement of cash flows of Borrower and its Subsidiaries and the balance sheet, statement of operations and statement of cash flows of Borrower and its Restricted Subsidiaries), all of which shall be certified by an Authorized Officer of Holdings as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings and its Restricted Subsidiaries in accordance with GAAP (except as noted therein)Borrower, subject to changes resulting from audit and normal year-end adjustments and the absence of footnotesaudit adjustments.

Quarterly Financial Statements. As soon as available and in any event within five days Business Days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each of the first three quarterly accounting periods in each fiscal year of Holdings the Borrower (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 days after the end of each such quarterly accounting period), the consolidated balance sheets of Holdings the Borrower and the Restricted Subsidiaries as at the end of such quarterly period and the related consolidated income statements of operations for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable quarterly period, and setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings the Borrower as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings the Borrower and its the Restricted Subsidiaries in accordance with GAAP (except as noted therein), subject to changes resulting from normal year-end adjustments and the absence of footnotes.

Quarterly Financial Statements. As soon as available and in any event within five On or before the date that is 60 days (or, solely for the fiscal quarter ending July 31, 2015, 90 days) after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to end of each of the first three quarterly accounting periods in each fiscal year of Holdings the Borrower, (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 days after the end of each such quarterly accounting period), i) the consolidated balance sheets of Holdings and the Restricted Borrower its Subsidiaries as at the end of such quarterly period and period, (ii) the related consolidated statements of operations for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, period and (iii) the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable such quarterly period, and setting forth forth, in the case of such financial statements delivered after one full fiscal year has passed since the Closing Date, comparative consolidated and/or combined figures for the related corresponding periods in the prior fiscal year (to the extent such comparative presentation is permitted under GAAP) or, in the case of such consolidated balance sheet, for the last day of the related corresponding period in the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings the Borrower as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings the Borrower and its Restricted Subsidiaries in accordance with GAAP (except as noted therein), subject to changes resulting from normal year-end adjustments and the absence of footnotes, together with a customary management discussion and analysis of the Borrower and its Restricted Subsidiaries’ financial condition and results of operations.

Quarterly Financial Statements. As soon as available and in any event within Within forty-five (45) days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each close of the first three (3) quarterly accounting periods in each fiscal year of Holdings the Borrower (or, if such financial statements are not required to be filed commencing with the SEC, on or before the date that is 45 days after the end of each such its quarterly accounting periodperiod ending on June 30, 2001), (i) the consolidated balance sheets sheet of Holdings the Borrower and the Restricted its Subsidiaries as at the end of such quarterly accounting period and the related consolidated statements of operations income and retained earnings and statement of cash flows for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly accounting period, (ii) the consolidated statements of income attributable to each of Traditional Messaging Services and the related consolidated statement of cash flows Advanced Messaging Services for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of the applicable such quarterly accounting period, in each case in respect of clauses (i) and (ii) above setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of and comparable budgeted figures for such consolidated balance sheet, for the last day of the related period in the prior fiscal yearquarterly accounting period, all of which shall be certified by an Authorized the Chief Financial Officer of Holdings as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings and its Restricted Subsidiaries in accordance with GAAP (except as noted therein)Borrower, subject to changes resulting from normal year-end audit adjustments and the absence of footnotes, (iii) management's discussion and analysis of the material operational and financial developments during such quarterly accounting period, and (iv) a certification of the number of (x) Advanced Messaging Units and (y) other wireless messaging devices in service by the Borrower, in each case on the last day of such quarterly accounting period.

Quarterly Financial Statements. As soon as available and in any event within five 45 days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to close of each of the first three quarterly accounting periods in each fiscal year of Holdings the Borrower (or, if such financial statements are not required subject to be filed with extension in the SEC, on or before the date that is 45 days after the end event of each such quarterly accounting periodan SEC 12b-25 filing), the consolidated combined balance sheets of Holdings the Borrower and the Restricted its Consolidated Subsidiaries as at of the end of such quarterly period quarter and the related consolidated combined statements of operations income and statements of cash flows for such quarterly accounting period quarter and for the last elapsed portion of the fiscal year ended with the last day of such quarter and setting forth in the statements of income only, the comparative figures for the corresponding quarter in the prior fiscal year and the budgeted figures for such quarter as set forth in the respective budget delivered pursuant to Section 8.01(e), (ii) the consolidating balance sheets of each of the Borrower's Subsidiaries as of the end of such quarter and the related consolidating statements of income and consolidating statements of cash flows for such quarter and for the elapsed portion of the fiscal year ended with the last day of such quarterly periodquarter, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable quarterly period, and in each case setting forth in the statements of income only, the comparative consolidated and/or combined figures for the related periods corresponding quarter in the prior fiscal year or, and the budgeted figures for such quarter as set forth in the case of such consolidated balance sheetrespective budget delivered pursuant to Section 8.01(e), for the last day and (iii) management's discussion and analysis of the related important operational and financial developments during such quarterly period in respect of the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings Borrower and its Restricted Subsidiaries in accordance with GAAP (except as noted therein), subject to changes resulting from normal year-end adjustments and the absence of footnotesSubsidiaries.

Quarterly Financial Statements. As soon as available and but in any event within five days no later than the earlier of (i) the 45th day after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to end of each of the first three quarterly accounting periods in fiscal quarters of each fiscal year of Holdings the Borrower and (or, if such financial statements are not ii) the date that is three (3) Business Days after the Borrower’s quarterly report on Form 10-Q is required to be filed with the SEC, either (i) a copy of a report on Form 10-Q, or before any successor form, and any amendments thereto, filed by the date that is 45 days after Borrower with the end of each such quarterly accounting period), SEC with respect to the immediately preceding fiscal quarter or (ii) an unaudited consolidated balance sheets sheet of Holdings the Borrower and the Restricted its Subsidiaries as at of the end close of such quarterly period fiscal quarter and the related unaudited consolidated statements of operations for such quarterly accounting period income, Shareholders’ Equity and cash flows for the elapsed fiscal quarter then ended and that portion of the fiscal year ended with then ended, including the last day of such quarterly periodnotes thereto, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable quarterly period, and all in reasonable detail setting forth in comparative consolidated and/or combined form the corresponding figures for the related corresponding period or periods in the prior fiscal year of (or, in the case of such consolidated the balance sheet, for the last day as of the related period end of) the preceding fiscal year and prepared by the Borrower in accordance with GAAP and, if applicable, containing disclosure of the effect on the financial position or results of operations of any change in the prior fiscal yearapplication of accounting principles and practices during the period, all of which shall be and certified by an Authorized a Responsible Officer of Holdings as the Borrower to present fairly presenting in all material respects the financial condition, condition of the Borrower and its Subsidiaries as of their respective dates and the results of operations and cash flows of Holdings the Borrower and its Restricted Subsidiaries in accordance with GAAP (except as noted therein)for the respective periods then ended, subject to changes resulting from normal year-year end adjustments and the absence of footnotesadjustments.

Quarterly Financial Statements. As soon as available and in any event within five days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each of the first three quarterly accounting periods in each fiscal year of Holdings (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 days after the end of each such quarterly accounting period), the consolidated balance sheets of Holdings and the Restricted Subsidiaries as at the end of such quarterly period and the related consolidated statements of operations for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable quarterly period, and commencing with the quarter ending September 30, 2023 setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings and its Restricted Subsidiaries in accordance with GAAP (except as noted therein), subject to changes resulting from normal year-end adjustments and the absence of footnotes, and, with respect to fiscal 2014 reporting periods, subject to finalization of the purchase price allocation to the fair value of assets acquired and liabilities assumed in the Original Transactions, as required by GAAP.

Quarterly Financial Statements. As soon as available and in any event within five On or prior to the earlier of (i) the date that is 50 days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to end of each of the first three quarterly accounting periods in each fiscal year of Holdings the Borrower commencing with the quarterly accounting period ended June 30, 2021 and (or, if such financial ii) date the following statements are not would have been required to be filed with under the rules and regulations of the SEC, on or before giving effect to any extension available for the date that is 45 days after filing of such statements, commencing with the end of each such quarterly accounting period)fiscal quarter ending June 30, 2021, the consolidated balance sheets sheet of Holdings the Borrower and the its Restricted Subsidiaries as at the end of such quarterly period and the related consolidated statements of operations for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable quarterly period, and setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings the Borrower as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings the Borrower and its Restricted Subsidiaries as at such date and for such periods in accordance with GAAP (except as noted therein), subject to changes resulting from normal year-end adjustments and the absence of footnotes.

Quarterly Financial Statements. As soon as available and in any event within five days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each of the first three quarterly accounting periods in each fiscal year of Holdings (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 days after the end of each such quarterly accounting period), the consolidated balance sheets of Holdings and the Restricted Subsidiaries as at the end of such quarterly period and the related consolidated statements of operations for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable quarterly period, and setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings as fairly presenting in all material respects the financial condition, results of operations and cash flows of Holdings and its Restricted Subsidiaries in accordance with GAAP (except as noted therein), subject to changes resulting from normal year-end adjustments and the absence of footnotes. (c). [Reserved].

Quarterly Financial Statements. As soon as available and in any event within five days (5) Business Days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each of the first three quarterly accounting periods in each fiscal year of Holdings the Borrower (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 sixty (60) days after the end of each such quarterly accounting period), the consolidated balance sheets sheet of Holdings the Borrower and the Restricted its Subsidiaries as at the end of such quarterly period and the related consolidated statements of operations operations, shareholders’ equity and cash flows for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable quarterly period, and setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal year, all of which shall be certified by an Authorized Officer of Holdings the Borrower as fairly presenting in all material respects the financial condition, results of operations operations, shareholders’ equity and cash flows flows, of Holdings the Borrower and its Restricted Subsidiaries in accordance with GAAP (except as noted therein)GAAP, subject to changes resulting from audit and normal year-end audit adjustments and the absence of footnotes.

Quarterly Financial Statements. As soon as available and in any event within five days after the date on which such financial statements are required to be filed with the SEC (after giving effect to any permitted extensions) with respect to each of the first three quarterly accounting periods in each fiscal year of Holdings (or, if such financial statements are not required to be filed with the SEC, on or before the date that is 45 60 days after the end of each fiscal quarter of each fiscal year, includingother than the fourth fiscal quarter of each fiscal year (or, in the case of (x) the fiscal quarter during which the Closing Date occurs, 120 days after the end of such quarterly accounting periodfiscal quarter and (y) the first three full fiscal quarters after the fiscal quarter during which the Closing Date occurs, 90 days after the end of such fiscal quarter), the consolidated balance sheets sheet of Holdings the Borrower and the its consolidated Restricted Subsidiaries as at the end of such quarterly period and the related consolidated statements statement of operations income for such quarterly accounting period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and the related consolidated statement of cash flows for the elapsed portion of the fiscal year ended with the last day of the applicable such quarterly period, and setting forth comparative consolidated and/or combined figures for the related periods in the prior fiscal year or, in the case of such consolidated balance sheet, for the last day of the related period in the prior fiscal year, all in reasonable detail and all of which shall be certified by an Authorized Officer of Holdings the Borrower as fairly presenting in all material respects the financial condition, results of operations operations, shareholders’ equity and cash flows of Holdings the Borrower and its consolidated Restricted Subsidiaries in accordance with GAAP (except as noted thereinother than with respect to potential non-cash adjustments described in Schedule 8.9), subject to changes resulting from audit and normal year-end audit adjustments and to the absence of footnotes.