Common use of Financial Statements and Certificates Clause in Contracts

Financial Statements and Certificates. While any amounts are owed to the Lender from the Borrower (including, but not limited to, any Liability), Borrower will furnish the following to the Lender, all in form and scope acceptable to the Lender, unless such information is included in the Borrower’s most recent SEC Reports: (i) within 105 days after the close of each fiscal year of Borrower, a copy of the annual report of Borrower consisting of a balance sheet, statement of operating results and retained earnings, statement of cash flows and notes to financial statements, profit and loss statement and statement of changes in financial position of Borrower, prepared in conformity with GAAP, duly prepared by certified public accountants of recognized standing selected by Borrower and reasonably approved by the Lender; (ii) within 45 days after the end of each fiscal quarter, (a) a copy of an unaudited financial statement of Borrower prepared in the same manner as the report referred to in paragraph (i) above, signed by the chief financial officer of Borrower and consisting of a balance sheet as at the close of such fiscal quarter and statements of earnings, cash flow, income and source and application of funds for such fiscal quarter and for the period from the beginning of such fiscal year to the close of such fiscal quarter, and (b) a duly completed compliance certificate, dated the date of such financial statements and certified as true and correct by the chief executive officer or chief financial officer of Borrower, stating that Borrower has not become aware of any Event of Default that has occurred and is continuing or, if there is any such Event of Default describing it and the steps, if any, being taken to cure it; (iii) a duly completed compliance certificate, dated the date of such financial statements and certified as true and correct by the chief executive officer and chief financial officer of Borrower, stating that Borrower has not become aware of any Event of Default that has occurred and is continuing or, if there is any such Event of Default describing it and the steps, if any, being taken to cure it; (iv) copies of any and all reports, examinations, notices, warnings and citations issued by any governmental or quasi-governmental (whether federal, state or local), unit, agency, body or entity with respect to Borrower that could have a Material Adverse Effect; and (v) such other information as the Lender from time to time reasonably requests.

Financial Statements and Certificates. While any amounts are owed to the Lender from the Borrower (including, but not limited to, any Liability), Borrower will furnish the following to the Lender, all in form and scope acceptable to the Lender, unless such information is included in the Borrower’s most recent SEC Public Reports: (i) within 105 days after the close of each fiscal year of Borrower, a copy of the annual report of Borrower consisting of a balance sheet, statement of operating results and retained earnings, statement of cash flows and notes to financial statements, profit and loss statement and statement of changes in financial position of Borrower, prepared in conformity with GAAP, duly prepared by certified public accountants of recognized standing selected by Borrower and reasonably approved by the Lender; (ii) within 45 days after the end of each fiscal quarter, (a) a copy of an unaudited financial statement of Borrower prepared in the same manner as the report referred to in paragraph (i) above, signed by the chief financial officer of Borrower and consisting of a balance sheet as at the close of such fiscal quarter and statements of earnings, cash flow, income and source and application of funds for such fiscal quarter and for the period from the beginning of such fiscal year to the close of such fiscal quarter, and (b) a duly completed compliance certificate, dated the date of such financial statements and certified as true and correct by the chief executive officer or chief financial officer of Borrower, stating that Borrower has not become aware of any Event of Default that has occurred and is continuing or, if there is any such Event of Default describing it and the steps, if any, being taken to cure it; (iii) a duly completed compliance certificate, dated the date of such financial statements and certified as true and correct by the chief executive officer and chief financial officer of Borrower, stating that Borrower has not become aware of any Event of Default that has occurred and is continuing or, if there is any such Event of Default describing it and the steps, if any, being taken to cure it; (iv) copies of any and all reports, examinations, notices, warnings and citations issued by any governmental or quasi-governmental (whether federal, state or local), unit, agency, body or entity with respect to Borrower that could have a Material Adverse Effect; and (v) such other information as the Lender from time to time reasonably requests.

Financial Statements and Certificates. While any amounts are owed to the Lender Purchaser from the Borrower Company (including, but not limited to, any Liability), Borrower Company will furnish the following to the LenderPurchaser, all in form and scope acceptable to the LenderPurchaser, unless such information is included in the BorrowerCompany’s most recent SEC Reports: (i) within 105 days after the close of each fiscal year of BorrowerCompany, a copy of the annual report of Borrower Company consisting of a balance sheet, statement of operating results and retained earnings, statement of cash flows and notes to financial statements, profit and loss statement and statement of changes in financial position of BorrowerCompany, prepared in conformity with GAAP, duly prepared by certified public accountants of recognized standing selected by Borrower Company and reasonably approved by the LenderPurchaser; (ii) within 45 days after the end of each fiscal quarter, (aA) a copy of an unaudited financial statement of Borrower Company prepared in the same manner as the report referred to in paragraph (i) above, signed by the chief financial officer of Borrower Company and consisting of a balance sheet as at the close of such fiscal quarter and statements of earnings, cash flow, income and source and application of funds for such fiscal quarter and for the period from the beginning of such fiscal year to the close of such fiscal quarter, and (bB) a duly completed compliance certificate, dated the date of such financial statements and certified as true and correct by the chief executive officer or chief financial officer of BorrowerCompany, stating that Borrower Company has not become aware of any Event of Default that has occurred and is continuing or, if there is any such Event of Default describing it and the steps, if any, being taken to cure it; (iii) a duly completed compliance certificate, dated the date of such financial statements and certified as true and correct by the chief executive officer and chief financial officer of BorrowerCompany, stating that Borrower Company has not become aware of any Event of Default that has occurred and is continuing or, if there is any such Event of Default describing it and the steps, if any, being taken to cure it; (iv) copies of any and all reports, examinations, notices, warnings and citations issued by any governmental or quasi-governmental (whether federal, state or local), unit, agency, body or entity with respect to Borrower Company that could have a Material Adverse Effect; and (v) such other information as the Lender Purchasers from time to time reasonably requests.

Financial Statements and Certificates. While any amounts are owed to the Lender from the Borrower (including, but not limited to, any Liability), Borrower Lessee will furnish the following statements to Lessor; provided that Lessor shall keep confidential items furnished by Lessee which are not generally available to the Lender, all in form and scope acceptable to the Lender, unless such information is included in the Borrower’s most recent SEC Reportspublic: (i) within 105 120 days after the close end of each of Lessee's fiscal year of Borrower, years (A) a copy of Lessee's unaudited Financial Statements for such fiscal year, (B) an Officer's Certificate stating that no Event of Default, or event which, with the annual report giving of Borrower consisting notice or the passage of time, or both, would constitute an Event of Default, has occurred and is continuing and has not been waived, or, if there shall have occurred and be continuing such an Event of Default or event, specifying the nature thereof and the steps being taken to remedy the same, (C) a balance sheetcurrent rent or lease roll for the Leased Property setting forth rental information in reasonable detail regarding all of the Tenants and Tenant Leases, statement including any space utilized by Lessee, and (D) a calculation of operating results and retained earnings, statement of cash flows and notes to financial statements, profit and loss statement and statement of changes in financial position of Borrower, prepared in conformity with GAAP, duly prepared by certified public accountants of recognized standing selected by Borrower and reasonably approved by the LenderCash Flow Coverage Ratio for such fiscal year; (ii) within 45 120 days after the end of each of Guarantor's fiscal quarter, years (aA) a copy of an unaudited financial statement of Borrower prepared in the same manner as the report referred to in paragraph (i) above, signed by the chief financial officer of Borrower and consisting of a balance sheet as at the close of such fiscal quarter and Guarantor's audited Consolidated Financial statements of earnings, cash flow, income and source and application of funds for such fiscal quarter year, and (B) an Officer's Certificate stating that no Event of Default involving Guarantor, or event which, with the giving of notice or the passage of time, or both, would constitute such an Event of Default, has occurred and is continuing and has not been waived, or, if there shall have occurred and be continuing such an Event of Default or event, specifying the nature thereof and the steps being taken to remedy the same; (iii) within 50 days after the end of each of the first three fiscal quarters of each fiscal year of Lessee, (A) a copy of Lessee's balance sheet and statement of earnings for such quarter, together with Lessee's utilization statements produced in the period from ordinary course of business, which Lessor will hold in confidence, (B) an Officer's Certificate stating that no Event of Default or event which, with the beginning giving of notice or the passage of time, or both, would constitute an Event of Default, has occurred and is continuing and has not been waived, or, if there shall have occurred and be continuing such an Event of Default or event, specifying the nature thereof and the steps being taken to remedy the same, and (C) a calculation of the Cash Flow Coverage Ratio for such fiscal quarter; (iv) within 50 days after the end of each of the first three fiscal quarters of each fiscal year to the close of Guarantor, (A) a copy of Guarantor's unaudited Consolidated Financial Statements for such fiscal quarter, and (bB) a duly completed compliance certificate, dated the date of such financial statements and certified as true and correct by the chief executive officer or chief financial officer of Borrower, an Officer's Certificate stating that Borrower has not become aware of any no Event of Default that involving Guarantor or event which, with the giving of notice or the passage of time, or both, would constitute an Event of Default involving Guarantor, has occurred and is continuing and has not been waived, or, if there is any shall have occurred and be continuing such an Event of Default describing it or event, specifying the nature thereof and the steps, if any, steps being taken to cure it; (iii) a duly completed compliance certificate, dated remedy the date of such financial statements and certified as true and correct by the chief executive officer and chief financial officer of Borrower, stating that Borrower has not become aware of any Event of Default that has occurred and is continuing or, if there is any such Event of Default describing it and the steps, if any, being taken to cure it; (iv) copies of any and all reports, examinations, notices, warnings and citations issued by any governmental or quasi-governmental (whether federal, state or local), unit, agency, body or entity with respect to Borrower that could have a Material Adverse Effectsame; and (v) with reasonable promptness, such other information respecting the financial condition, affairs and properties of Lessee and Guarantor as the Lender Lessor may reasonably request from time to time reasonably requeststime.

Financial Statements and Certificates. While any amounts are owed to the Lender from the Borrower (including, but not limited to, any Liability), Borrower will furnish the following to the LenderLenders, all in form and scope acceptable to the Lender, unless such information is included in the Borrower’s most recent SEC ReportsLenders: (i) within 105 120 days after the close of each fiscal year of Borrower, a copy of the annual report of Borrower consisting of a balance sheet, statement of operating results and retained earnings, statement of cash flows and notes to financial statements, profit and loss statement and statement of changes in financial position of Borrower, prepared in conformity with GAAP, duly prepared by certified public accountants of recognized standing selected by Borrower and reasonably approved by the LenderLenders; (ii) within 45 days after the end of each fiscal quarter, (a) a copy of an unaudited financial statement of Borrower prepared in the same manner as the report referred to in paragraph (i) above, signed by the chief financial officer of Borrower and consisting of a balance sheet as at the close of such fiscal quarter and statements of earnings, cash flow, income and source and application of funds for such fiscal quarter and for the period from the beginning of such fiscal year to the close of such fiscal quarter, and (b) a duly completed compliance certificate, dated the date of such financial statements and certified as true and correct by the chief executive officer or chief financial officer of Borrower, stating that Borrower has not become aware of any Event of Default that has occurred and is continuing or, if there is any such Event of Default describing it and the steps, if any, being taken to cure it; (iii) within 14 days after the end of each of the first two fiscal months ending after the Closing Date and within 7 days after the end of each fiscal month ending thereafter, (a) a copy of an unaudited financial statement of Borrower prepared in the same manner as the report referred to in paragraph (i) above, signed by the chief financial officer of Borrower and consisting of a balance sheet as at the close of such fiscal month and statements of earnings, cash flow, income and source and application of funds for such fiscal month and for the period from the beginning of such fiscal year to the close of such fiscal month, and (b) a duly completed compliance certificate, dated the date of such financial statements and certified as true and correct by the chief executive officer and or chief financial officer of Borrower, stating that Borrower has not become aware of any Event of Default that has occurred and is continuing or, if there is any such Event of Default describing it and the steps, if any, being taken to cure it; (iv) copies of all federal and state tax returns of Borrower, including, but not limited to, requests for extensions of such tax returns, when and as filed; (v) copies of any and all reports, examinations, notices, warnings and citations issued by any governmental or quasi-governmental (whether federal, state or local), unit, agency, body or entity with respect to Borrower that could have a Material Adverse EffectBorrower; and (vvi) such other information as the Lender Lenders from time to time reasonably requests.

Financial Statements and Certificates. While any amounts are owed to the Lender from the Borrower (including, but not limited to, any Liability), Borrower will furnish the following to the Lender, all in form and scope acceptable to the LenderLenders, unless such information is included in the Borrower’s most recent SEC Public Reports: (i) within 105 days after the close of each fiscal year of Borrower, a copy of the annual report of Borrower consisting of a balance sheet, statement of operating results and retained earnings, statement of cash flows and notes to financial statements, profit and loss statement and statement of changes in financial position of Borrower, prepared in conformity with GAAP, duly prepared by certified public accountants of recognized standing selected by Borrower and reasonably approved by the LenderLenders; (ii) within 45 50 days after the end of each fiscal quarter, (a) a copy of an unaudited financial statement of Borrower prepared in the same manner as the report referred to in paragraph (i) above, signed by the chief financial officer of Borrower and consisting of a balance sheet as at the close of such fiscal quarter and statements of earnings, cash flow, income and source and application of funds for such fiscal quarter and for the period from the beginning of such fiscal year to the close of such fiscal quarter, and (b) a duly completed compliance certificate, dated the date of such financial statements and certified as true and correct by the chief executive officer or chief financial officer of Borrower, stating that Borrower has not become aware of any Event of Default that has occurred and is continuing or, if there is any such Event of Default describing it and the steps, if any, being taken to cure it; (iii) a duly completed compliance certificate, dated the date of such financial statements and certified as true and correct by the chief executive officer and or chief financial officer of Borrower, stating that Borrower has not become aware of any Event of Default that has occurred and is continuing or, if there is any such Event of Default describing it and the steps, if any, being taken to cure it. Each compliance certificate shall be in substantially the form as Exhibit A to the White Oak Credit Agreement, as applicable; (iv) copies of any and all reports, examinations, notices, warnings and citations issued by any governmental or quasi-governmental (whether federal, state or local), unit, agency, body or entity with respect to Borrower that could have a Material Adverse Effect; and (v) such other information as the Lender from time to time reasonably requests.