Common use of Year-End Financials Clause in Contracts

Year-End Financials. In addition to the relevant monthly and quarterly financial statements referred to in Section 5.1(A) and 5.1(B), as soon as available and in any event within one hundred twenty (120) days after the end of each Fiscal Year, Borrower shall deliver to Lender: (1) the audited Consolidated and consolidating balance sheet of Borrower and its Consolidated Subsidiaries as at the end of such year and the related Consolidated and consolidating statements of income, member’s or shareholder’s (as applicable) equity and cash flow for such Fiscal Year; (2) a schedule of the outstanding Indebtedness of Borrower and its 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 firm of independent certified public accountants selected by Borrower and reasonably acceptable to Lender, which report shall be unqualified as to going concern and scope of audit of Borrower and its Consolidated Subsidiaries and shall state substantially as follows: (a) that such financial statements present fairly the financial position of Borrower and its Consolidated Subsidiaries as at the dates indicated and the results of 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 financial statements has been made in accordance with generally accepted auditing standards and (c) that such accountants acknowledge that Lender is relying on such statements.

Year-End Financials. In addition to the relevant monthly and quarterly financial statements referred to in Section 5.1(ASections 7.10(A) and 5.1(B)7.10(B) above, as soon as available and in any event within one hundred twenty (120) days after the end of each Fiscal Year, Borrower shall the Company and its subsidiaries will deliver to Lender: Holder: (1) the audited Consolidated consolidated and unaudited consolidating balance sheet (if no audited consolidating balance sheet has been prepared) of Borrower the Company and its Consolidated Subsidiaries subsidiaries as at the end of such year and the related Consolidated consolidated and consolidating statements of income, member’s or shareholder’s (stockholder’s, as applicable) , equity and cash flow for such Fiscal Year; (2) a schedule of the outstanding Indebtedness of Borrower the Company and its Consolidated Subsidiaries 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; and (3) a report with respect to the financial statements from a KPMG or another firm of independent certified public accountants selected by Borrower the Company and reasonably acceptable to Lender, the Holder which report shall be unqualified as to going concern and scope of audit of Borrower the Company and its Consolidated Subsidiaries subsidiaries and shall state substantially as follows: that (a) that such financial statements present fairly the financial position of Borrower the Company and its Consolidated Subsidiaries subsidiaries as at the dates indicated and the results of its 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 financial statements has been made in accordance with generally accepted auditing standards and (c) that such accountants acknowledge that Lender the Holder is relying on such statements.

Year-End Financials. In addition to the relevant monthly and quarterly financial statements referred to in Section 5.1(A) and 5.1(B), as soon as available and in any event within one hundred twenty ninety (12090) days after the end of each Fiscal Year, Borrower shall Loan Parties will deliver to Lender: (1) the audited Consolidated consolidated and consolidating balance sheet of Borrower Borrowers and its Consolidated their consolidated Subsidiaries as at the end of such year and the related Consolidated consolidated and consolidating statements of income, membershareholder’s or shareholdermember’s (as applicable) equity and cash flow for such Fiscal Year; (2) a schedule of the outstanding Indebtedness of Borrower Borrowers and its Consolidated 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 PricewaterhouseCoopers, LLC, or another firm of independent certified public accountants selected by Borrower and reasonably acceptable to Lender, which report shall be unqualified as to going concern and scope of audit of Borrower Borrowers and its Consolidated their consolidated Subsidiaries and shall state substantially as follows: that (a) that such financial statements present fairly the financial position of Borrower Borrowers and its Consolidated their consolidated Subsidiaries as at the dates indicated and the results of 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 financial statements has been made in accordance with generally accepted auditing standards and (c) that such accountants acknowledge that Lender is relying on such statements.

Year-End Financials. In addition to the relevant monthly and quarterly financial statements referred to in Section 5.1(A) and 5.1(B), as soon as available and in any event within one hundred twenty (120) 90 days after the end of each Fiscal YearYear (commencing with the Fiscal Year ending December 31, Borrower shall deliver to Lender: 2013), (1i) the audited Consolidated and consolidating consolidated balance sheet sheets of Borrower the Company and its Consolidated Subsidiaries as at the end of such year and the related Consolidated and consolidating consolidated statements of income, member’s or shareholder’s (as applicable) equity income and cash flow flows of the Company and its Subsidiaries for such Fiscal Year; , setting forth in each case (2commencing with the Fiscal Year ending December 31, 2013) a schedule of in comparative form the outstanding Indebtedness of Borrower and its Consolidated Subsidiaries describing corresponding figures for the previous Fiscal Year, all in reasonable detail each such debt issue or loan outstanding and certified by a Financial Officer of 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 Company that they fairly present, in all material respects, the financial statements from a firm condition of independent certified public accountants selected by Borrower and reasonably acceptable to Lender, which report shall be unqualified as to going concern and scope of audit of Borrower the Company and its Consolidated Subsidiaries and shall state substantially as follows: (a) that such financial statements present fairly the financial position of Borrower and its Consolidated Subsidiaries as at the dates indicated and the results of its their operations and their cash flow flows for the periods indicated and (ii) in the case of such consolidated financial statements, a report thereon of PricewaterhouseCoopers LLP or other independent certified public accountants of recognized national standing selected by the Company, which report shall be unqualified, including concerning the ability of the Company and its Subsidiaries to continue as a going concern, and shall state that such consolidated financial statements fairly present, in all material respects, the consolidated financial position of the Company and its Subsidiaries as at the dates indicated and the results of their operations and their cash flows for the periods indicated in conformity with GAAP applied on a basis consistent with prior years (except as otherwise disclosed in such financial statements) 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 (c) that such accountants acknowledge that Lender is relying on such statements.standards;

Year-End Financials. In addition to the relevant monthly and quarterly financial statements referred to in Section 5.1(A) and 5.1(B), as soon as available and in any event within one hundred twenty five (120105) days after the end of each Fiscal Year, Borrower shall the Credit Parties and their Subsidiaries will deliver to Lender: (1) the audited Consolidated and consolidating balance sheet of Borrower the Credit Parties and its Consolidated their Subsidiaries as at the end of such year and the related Consolidated consolidated and consolidating statements of income, memberstockholder’s or shareholdermember’s (as applicable) equity and cash flow for such Fiscal Year; (2) a schedule of the outstanding Indebtedness of Borrower the Credit Party and its Consolidated 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; (3) a report with respect to the financial statements from a Virchow, Xxxxxx and Company LLP or another firm of independent certified public accountants selected by Borrower and reasonably acceptable to Lender, which report shall be unqualified as to going concern and scope of audit of Borrower the Credit Parties and its Consolidated their Subsidiaries and shall state substantially as follows: (a) that such financial statements present fairly the financial position of Borrower the Credit Parties and its Consolidated their Subsidiaries as at the dates indicated and the results of its 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 financial statements has been made in accordance with generally accepted auditing standards and (c) that such accountants acknowledge that Lender is relying on such statements.

Year-End Financials. In addition to the relevant monthly and quarterly financial statements referred to in Section 5.1(A) and 5.1(B), as As soon as available and and, in any event event, within one hundred twenty ninety (12090) days after the end of each Fiscal Year, Borrower shall will deliver to LenderAgent and Lenders: (1) the audited Consolidated consolidated and consolidating balance sheet sheets of Borrower Holdings and its Consolidated Subsidiaries as at the end of such year Fiscal Year and the related Consolidated consolidated and consolidating statements of income, member’s or shareholder’s (as applicable) stockholders’ equity and cash flow for such Fiscal Year; (2) a schedule of the outstanding Indebtedness of Borrower Holdings and its 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; and (3) a report with respect to the financial statements from a firm of independent certified public accountants selected by Borrower and reasonably acceptable to LenderHoldings’ Accountants, which report shall be unqualified as to going concern and scope of audit of Borrower Holdings and its Consolidated Subsidiaries and shall state substantially as follows: that (a) that such consolidated financial statements present fairly the consolidated financial position of Borrower Holdings and its Consolidated Subsidiaries as at the dates indicated and the results of its their operations and cash flow for the periods indicated in conformity with US GAAP applied on a basis consistent with prior years and (b) that the examination by such accountants Holdings’ Accountants in connection with such consolidated financial statements has been made in accordance with generally accepted auditing standards standards; and (c4) that copies of the consolidating financial statements of Holdings and its Subsidiaries, including (a) consolidating balance sheets of Holdings and its Subsidiaries as at the end of such accountants acknowledge that Lender is relying on such statementsFiscal Year showing intercompany eliminations and (b) related consolidating statements of income of Holdings and its Subsidiaries showing intercompany eliminations.