Common use of Year-End Financials Clause in Contracts

Year-End Financials. As soon as available and in any event within ninety (90) days after the end of each Fiscal Year, Borrower will deliver: (1) the consolidated balance sheet of Borrower and its Subsidiaries as at the end of such year and the related consolidated statements of operations, stockholders' equity and cash flow for such Fiscal Year; (2) a schedule of the outstanding Indebtedness of Borrower and its Subsidiaries describing in reasonable detail each such debt issue or loan outstanding and the principal amount and amount of accrued and unpaid interest with respect to each such debt issue or loan; (3) a report with respect to the financial statements from a firm of independent certified public accountants selected by Borrower and acceptable to Agent, which report shall be unqualified as to going concern and scope of audit of Borrower and its Subsidiaries and shall state that (a) such consolidated financial statements present fairly in all material respects the consolidated financial position of Borrower and its Subsidiaries as at the dates indicated and the results of their operations and cash flow for the periods indicated in conformity with GAAP applied on a basis consistent with prior years and (b) that the examination by such accountants in connection with such consolidated financial statements has been made in accordance with generally accepted auditing standards; (4) copies of the consolidating financial statements of Borrower and its Subsidiaries, including (a) consolidating balance sheets of Borrower and its Subsidiaries as at the end of such Fiscal Year showing intercompany eliminations and (b) related consolidating statements of earnings of Borrower and its Subsidiaries showing intercompany eliminations; and (5) a schedule of the book and physical inventory adjustments of Borrower and its Subsidiaries in reasonable detail.

Year-End Financials. As soon as available and in any event within ------------------- ninety (90) days after the end of each Fiscal Year, Borrower will deliver: (1) the consolidated balance sheet of Borrower and its Subsidiaries as at the end of such year and the related consolidated statements of operationsincome, stockholders' equity and cash flow for such Fiscal Year; (2) a schedule of the outstanding Indebtedness of Borrower and its Subsidiaries describing in reasonable detail each such debt issue or loan outstanding and the principal amount and amount of accrued and unpaid interest with respect to each such debt issue or loan; and (3) a report with respect to the financial statements from a firm of independent certified public accountants selected by Borrower and acceptable to Agent, which report shall be unqualified as to going concern and scope of audit of Borrower and its Subsidiaries and shall state that (a) such consolidated financial statements present fairly in all material respects the consolidated financial position of Borrower and its Subsidiaries as at the dates indicated and the results of their operations and cash flow for the periods indicated in conformity with GAAP applied on a basis consistent with prior years and (b) that the examination by such accountants in connection with such consolidated financial statements has been made in accordance with generally accepted auditing standards; and (4) copies of the consolidating financial statements of Borrower and its Subsidiaries, including (a) consolidating balance sheets of Borrower and its Subsidiaries as at the end of such Fiscal Year showing intercompany eliminations and (b) related consolidating statements of earnings of Borrower and its Subsidiaries showing intercompany eliminations; and (5) a schedule of the book and physical inventory adjustments of Borrower and its Subsidiaries in reasonable detail.

Year-End Financials. As soon as available and in any ------------------- event within ninety (90) days after the end of each Fiscal Year or, if earlier, the date on which Holdings or Target files its respective annual reports on Form 10-K with the SEC in respect of such Fiscal Year, Borrower will deliver: (1) the consolidated balance sheet of Holdings, Borrower and its their respective Subsidiaries as at the end of such year and the related consolidated and consolidating statements of operationsincome, stockholders' equity and cash flow for such Fiscal Year; (2) a schedule of the outstanding Indebtedness of Holdings, Borrower and its their respective Subsidiaries describing in reasonable detail each such debt issue or loan outstanding and the principal amount and amount of accrued and unpaid interest with respect to each such debt issue or loan; (3) a report with respect to the financial statements from Coopers & Lybrand LLC or a firm of independent certified public accountants selected accounxxxxx xelected by Holdings and Borrower and reasonably acceptable to Agent, which report shall be unqualified as to going concern and scope of audit of Holdings, Borrower and its their respective Subsidiaries and shall state that (a) such consolidated and consolidating financial statements present fairly in all material respects the consolidated and consolidating financial position of Holdings, Borrower and its their respective Subsidiaries as at the dates indicated and the results of their operations and cash flow for the periods indicated in conformity with GAAP applied on a basis consistent with prior years and (b) that the examination by such accountants in connection with such consolidated and consolidating financial statements has been made in accordance with generally accepted auditing standards; and (4) copies of the consolidating financial statements of Holdings, Borrower and its their respective Subsidiaries, including (a) consolidating balance sheets of Holdings, Borrower and its their respective Subsidiaries as at the end of such Fiscal Year showing intercompany eliminations and (b) related consolidating statements of earnings of Holdings, Borrower and its their respective Subsidiaries showing intercompany eliminations; and (5) a schedule of the book and physical inventory adjustments of Borrower and its Subsidiaries in reasonable detail.

Year-End Financials. As soon as available and in any event within ------------------- ninety (90) days after the end of each Fiscal Year, Borrower will deliver: (1) the consolidated balance sheet of Borrower and its Subsidiaries as at the end of such year and the related consolidated statements of operationsincome, stockholders' equity and cash flow for such Fiscal Year; (2) a schedule of the outstanding Indebtedness of Borrower and its Subsidiaries describing in reasonable detail each such debt issue or loan outstanding and the principal amount and amount of accrued and unpaid interest with respect to each such debt issue or loan; and (3) a report with respect to the financial statements from a firm of independent certified public accountants selected by Borrower Borrower, and acceptable to AgentLender, which report shall be unqualified as to going concern and scope of audit of Borrower and its Subsidiaries and shall state that (a) such consolidated financial statements present fairly in all material respects the consolidated financial position of Borrower and its Subsidiaries as at the dates indicated and the results of their operations and cash flow for the periods indicated in conformity with GAAP applied on a basis consistent with prior years and (b) that the examination by such accountants in connection with such consolidated financial statements has been made in accordance with generally accepted auditing standards; and (4) copies of the consolidating financial statements of Borrower and its Subsidiaries, including (a) consolidating balance sheets of Borrower and its Subsidiaries as at the end of such Fiscal Year showing intercompany eliminations and (b) related consolidating statements of earnings of Borrower and its Subsidiaries showing intercompany eliminations; and (5) a schedule of the book and physical inventory adjustments of Borrower and its Subsidiaries in reasonable detail.

Year-End Financials. As soon as available and in any event within ninety (90) days after the end of each Fiscal Year, Borrower will deliver: (1) the consolidated balance sheet of Borrower and its Subsidiaries and the consolidated and consolidating balance of Parent and its Subsidiaries as at the end of such year and the related consolidated statements of operationsincome, stockholders' equity and cash flow for such Fiscal Year; (2) a schedule of the outstanding Indebtedness of Borrower and its Subsidiaries and Parent and its Subsidiaries describing in reasonable detail each such debt issue or loan outstanding and the principal amount and amount of accrued and unpaid interest with respect to each such debt issue or loan; and (3) a report with respect to the financial statements from a firm of independent certified public accountants selected by Borrower Borrower, and reasonably acceptable to AgentLender, which report shall be unqualified as to going concern and scope of audit of Borrower and its Subsidiaries and the consolidated and consolidating balance of Parent and its Subsidiaries and shall state that (a) such consolidated financial statements present fairly in all material respects the consolidated financial position of Borrower and its Subsidiaries and the consolidated and consolidating balance of Parent and its Subsidiaries as at the dates indicated and the results of their operations and cash flow for the periods indicated in conformity with GAAP applied on a basis consistent with prior years and (b) that the examination by such accountants in connection with such consolidated financial statements has been made in accordance with generally accepted auditing standards; and (4) copies of the consolidating financial statements of Borrower and its Subsidiaries and Parent and its Subsidiaries, including (a) consolidating balance sheets of Borrower and its Subsidiaries and the consolidated and consolidating balance of Parent and its Subsidiaries as at the end of such Fiscal Year showing intercompany eliminations and (b) related consolidating statements of earnings of Borrower and its Subsidiaries and the consolidated and consolidating balance of Parent and its Subsidiaries showing intercompany eliminations; and (5) a schedule of the book and physical inventory adjustments of Borrower and its Subsidiaries in reasonable detail.

Year-End Financials. As soon as available and in any event within ninety one hundred fifty (90150) days after the end of each Fiscal Year, Borrower will deliver: (1) the consolidated balance sheet of Borrower and its Subsidiaries as at the end of such year and the related consolidated statements of operationsincome, stockholders' equity and cash flow for such Fiscal Year; (2) a schedule of the outstanding Indebtedness of Borrower and its Subsidiaries describing in reasonable detail each such debt issue or loan outstanding and the principal amount and amount of accrued and unpaid interest with respect to each such debt issue or loan; and (3) a report with respect to the financial statements from a firm of independent certified public accountants selected by Borrower Borrower, and reasonably acceptable to AgentLender, which report shall be unqualified as to going concern and scope of audit of Borrower and its Subsidiaries and shall state that (a) such consolidated financial statements present fairly in all material respects the consolidated financial position of Borrower and its Subsidiaries as at the dates indicated and the results of their operations and cash flow for the periods indicated in conformity with GAAP applied on a basis consistent with prior years and (b) that the examination by such accountants in connection with such consolidated financial statements has been made in accordance with generally accepted auditing standards; and (4) copies of the consolidating financial statements of Borrower and its Subsidiaries, including (a) consolidating balance sheets of Borrower and its Subsidiaries as at the end of such Fiscal Year showing intercompany eliminations and (b) related consolidating statements of earnings of Borrower and its Subsidiaries showing intercompany eliminations; and (5) a schedule of the book and physical inventory adjustments of Borrower and its Subsidiaries in reasonable detail.

Year-End Financials. As In addition to the relevant monthly and quarterly financial statements referred to in Sections 5.1(A) and 5.1(B), as soon as available and in any event within ninety (90) days after the end of each Fiscal Year, Borrower Borrowers will deliverdeliver to Agent: (1) the audited consolidated and consolidating balance sheet of Borrower Borrowers and its their consolidated Subsidiaries as at the end of such year and the related consolidated and consolidating statements of operationsincome, stockholders' shareholder’s or member’s (as applicable) equity and cash flow for such Fiscal Year; (2) a schedule of the outstanding Indebtedness of Borrower Borrowers and its their consolidated Subsidiaries describing in reasonable detail each such debt issue or loan outstanding and the principal amount and amount of accrued and unpaid interest with respect to each such debt issue or loan; (3) a report with respect to the financial statements from a independent registered public accounting firm of independent certified public accountants selected by Borrower Borrowers and reasonably acceptable to Agent, which report shall be unqualified as to going concern and scope of audit of Borrower Borrowers and its their consolidated Subsidiaries and shall state that (a) such consolidated financial statements present fairly in all material respects the consolidated financial position of Borrower Borrowers and its their consolidated Subsidiaries as at the dates indicated and the results of their its operations and cash flow for the periods indicated in conformity with GAAP applied on a basis consistent with prior years and (b) that the examination by such accountants in connection with such consolidated financial statements has been made in accordance with generally accepted auditing standards; standards and (4c) that such accountants acknowledge that Agent is relying on such statements. In connection with each annual or interim audit or review of the financial statements or financial controls of Borrowers and their consolidated Subsidiaries made by their independent public accountants (including the audit made in connection with the financial statements required to be delivered under this Section 5.1(C)), (i) Borrowers will deliver to Agent promptly upon receipt thereof copies of the consolidating financial statements of Borrower all reports submitted to Borrowers and its Subsidiariestheir consolidated Subsidiaries by their independent registered public account firm in connection with each such annual or interim audit or review, including (a) consolidating balance sheets the comment letter submitted by such accounts to management or any member or committee of Borrower the Boards of Borrowers and its their consolidated Subsidiaries as at the end of in connection with such Fiscal Year showing intercompany eliminations annual, interim or special audit or review, and (bii) related consolidating statements of earnings of Borrower Borrowers shall request from their independent registered public accounting firm (and its Subsidiaries showing intercompany eliminations; and (5deliver to Agent promptly upon receipt thereof) a schedule certificate, to the effect that, in making the examination necessary for such annual, interim or special audit or review, such accountants have obtained no knowledge of any condition or event which constitutes a Default or Event of Default, or if such accountants shall have obtained Knowledge of any such condition or event, specifying in such certificate each such condition or event of which they have knowledge and the book nature and physical inventory adjustments of Borrower and its Subsidiaries in reasonable detailstatus thereof.

Year-End Financials. As soon as available and in any event within ninety no later than ninety-one (9091) days (or if the 90th day is not a Business Day, the day immediately succeeding the date on which the filing with the Securities and Exchange Commission for such period is due) after the end of each Fiscal Year, Borrower Recoton will deliverdeliver to the Administrative Agent: (1) the consolidated balance sheet of Borrower Recoton and its Subsidiaries as at the end of such year and the related consolidated statements of operationsincome, stockholders' equity and cash flow for such Fiscal Year; (2) a schedule of the consolidated outstanding Indebtedness of Borrower Recoton and its Subsidiaries describing in reasonable detail each such debt issue or loan outstanding and the principal amount and amount of accrued and unpaid interest with respect to each such debt issue or loan; and (3) a report with respect to the financial statements from a firm of independent certified public accountants selected by Borrower and acceptable to AgentBorrowers' Accountants, which report shall be unqualified as to going concern and scope of audit of Borrower Recoton and its Subsidiaries and shall state that (a) such consolidated financial statements present fairly in all material respects the consolidated financial position of Borrower Recoton and its Subsidiaries as at the dates indicated and the results of their operations and cash flow for the periods indicated in conformity with GAAP applied on a basis consistent with prior years accounting principles generally accepted in the United States of America and (b) that the examination by such accountants Borrowers' Accountants in connection with such consolidated financial statements has been made in accordance with generally accepted auditing standards; and (4) copies of the consolidating financial statements of Borrower Recoton and its Subsidiaries, including (a) consolidating balance sheets of Borrower Recoton and its Subsidiaries as at the end of such Fiscal Year showing intercompany inter company eliminations and (b) related consolidating statements of earnings income of Borrower Recoton and its Subsidiaries showing intercompany inter company eliminations; and (5) a schedule of the book and physical inventory adjustments of Borrower and its Subsidiaries in reasonable detail.

Year-End Financials. As soon as available and in any event within ninety (90) ------------------- 90 days after the end of each Fiscal Year, Borrower Representative will deliver: : (1) the consolidated balance sheet of Borrower Borrowers and its their Subsidiaries as at the end of such year and the related consolidated statements of operationsincome, stockholders' equity and cash flow for such Fiscal Year; (2) a schedule of the outstanding Indebtedness of Borrower Borrowers and its their Subsidiaries describing in reasonable detail each such debt issue or loan outstanding and the principal amount and amount of accrued and unpaid interest with respect to each such debt issue or loan; and (3) a report with respect to the financial statements from a firm of independent certified public accountants selected by Borrower and acceptable to AgentBorrowers' Accountants, which report shall be unqualified as to going concern and scope of audit of Borrower Borrowers and its their Subsidiaries and shall state that (a) such consolidated financial statements present fairly in all material respects the consolidated financial position of Borrower Borrowers and its their Subsidiaries as at the dates indicated and the results of their operations and cash flow for the periods indicated in conformity with GAAP applied on a basis consistent with prior years and (b) that the examination by such accountants Borrowers' Accountants in connection with such consolidated financial statements has been made in accordance with generally accepted auditing standards; and (4) copies of the consolidating financial statements of Borrower Borrowers and its their Subsidiaries, including (a) consolidating balance sheets of Borrower Borrowers and its their Subsidiaries as at the end of such Fiscal Year showing intercompany eliminations and (b) related consolidating statements of earnings income of Borrower Borrowers and its their Subsidiaries showing intercompany eliminations; and (5) a schedule of the book and physical inventory adjustments of Borrower and its Subsidiaries in reasonable detail.