Common use of Financial Statements and Projections Clause in Contracts

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries for the 2015 and 2016 fiscal years, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries for each fiscal quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower and its Subsidiaries, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial Projections.

Financial Statements and Projections. The Lenders Lender shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries Company for the 2015 and 2016 fiscal years, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries Company for each fiscal quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative AgentLender, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesLoan Parties, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph paragraph, and (iii) satisfactory Financial ProjectionsProjections through 2019.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries for the 2015 and 2016 fiscal years2019 Fiscal Year, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries for each fiscal quarter Fiscal Quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower and its Subsidiaries, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial Projectionsprojections for fiscal years 2020 through 2025.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries Company for the 2015 2013 and 2016 2014 fiscal years, (ii) unaudited interim consolidated consolidating financial statements of the Borrower Company for the 2014 fiscal year, (iii) unaudited interim consolidated and its Subsidiaries consolidating financial statements for each fiscal quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are availableCompany, for the fiscal quarters ended March 31, 2015 and June 30, 2015, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesLoan Parties, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iiiiv) satisfactory Financial ProjectionsProjections through August 31, 2019.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower Company for its 2018 and its Subsidiaries for the 2015 and 2016 2019 fiscal years, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries Company for each fiscal month and quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesCompany, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph paragraph, and (iii) satisfactory Financial Projectionsprojections of the Company’s income statement, balance sheet and cash flows (A) on a monthly basis through December 31, 2021, and (B) on an annual basis through December 31, 2023.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries Company for the 2015 and 2016 2011 fiscal yearsyear, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries Company for each fiscal month and quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesCompany, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial Projectionsprojections through 2012.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries for the 2015 December 31, 2018 and 2016 2017 fiscal years, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries for each fiscal quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesBorrower, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) reasonably satisfactory Financial ProjectionsProjections through 2023.

Financial Statements and Projections. The Lenders Lender shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries for the 2015 and 2016 fiscal yearsyear ended December 31, 2019, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries for each fiscal quarter month ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative AgentLender, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesBorrower, as reflected in the audited, consolidated audited financial statements described in clause (i) of this paragraph paragraph, and (iii) satisfactory Financial ProjectionsProjections through December 31, 2022.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries Company for the 2015 and 2016 fiscal yearsyear ended January 31, 2015, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries for each fiscal quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower Company and its Subsidiaries, as reflected in the audited, audited consolidated financial statements described in clause (i) of this paragraph and paragraph, (iii) satisfactory Financial Projectionsthe Company’s most recent projected income statement, balance sheet and cash flows through the end of the Company’s fiscal year ending January 2020, and (iv) the projected Borrowing Base on a quarterly basis through January 31, 2016.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries Company for the 2015 2021 fiscal year, and 2016 fiscal years, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries Company for each fiscal month and quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesCompany, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial Projectionsparagraph.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries Company for the 2015 2016, 2017 and 2016 2018 fiscal years, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries Company for each fiscal quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesCompany, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial Projectionsprojections through March 31, 2023.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries Company for the 2015 and 2016 fiscal years2014 Fiscal Year, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries Company for each fiscal quarter Fiscal Month ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesCompany, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) projections satisfactory Financial Projectionsto the Administrative Agent and the Lenders.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries for the 2015 and December 31, 2016 fiscal yearsyear, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries for each the fiscal quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are availableDecember 31, 2018, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower and its Subsidiaries, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial ProjectionsProjections through 2020.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries Holdings for the 2015 2016, 2017 and 2016 2018 fiscal years, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries Holdings for each fiscal quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesHoldings, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial Projectionsprojections through 2019.

Financial Statements and Projections. The Lenders Lender shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries Company for the 2015 2011, 2012 and 2016 2013 fiscal years, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries Company for each fiscal quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative AgentLender, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesCompany, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial Projectionsprojections through 2017.

Financial Statements and Projections. The Lenders Lender shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries for the 2015 2016, 2017 and 2016 2018 fiscal years, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries for each fiscal quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative AgentLender, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesBorrower, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial ProjectionsProjections through the Borrower’s fiscal year ending in 2019.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries Company for the 2015 2016 and 2016 2017 fiscal years, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries Company for each fiscal month and quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower Company and its Subsidiaries, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial Projectionsprojections through fiscal year 2019.

Financial Statements and Projections. The Lenders shall have received satisfactory (i) audited consolidated financial statements of the Borrower and its Subsidiaries for the 2015 and 2016 fiscal years, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries for each fiscal quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Credit Agreement, Page 58 Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower and its Subsidiaries, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial ProjectionsProjections through 2022.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries Company for the 2015 and 2016 2018 fiscal yearsyear, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries Company for each fiscal month and quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower Company and its Subsidiaries, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph above and (iii) satisfactory Financial Projectionsprojections from 2019 and through and including 2021 (prepared on a monthly basis for the first eighteen (18) months and quarterly thereafter).

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries Holdings for the 2015 and 2016 2010 fiscal yearsyear, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries Holdings for each fiscal month and quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesHoldings, as reflected in the audited, consolidated financial statements described in delivered pursuant to clause (i) of this paragraph and (iii) satisfactory Financial Projectionsprojections through 2014.

Financial Statements and Projections. The Lenders Lender shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries for the 2014 and 2015 and 2016 fiscal years, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries for each fiscal quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative AgentLender, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesBorrower, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial ProjectionsProjections through June 30, 2016.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries Holdings for the 2015 and 2016 December 31, 2013 fiscal yearsyear, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries Holdings for each fiscal month and quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesHoldings, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial Projectionsprojections through 2015.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries Compressco Partners for the 2015 2011 and 2016 2012 fiscal years, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries Compressco Partners for each fiscal quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesBorrowers, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph paragraph, and (iii) satisfactory Financial Projectionsconsolidated pro forma financial statements and projections on a quarterly basis for the 2013 and 2014 fiscal years.

Financial Statements and Projections. The Lenders Lender shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries for the 2015 2018 and 2016 2019 fiscal years, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries for each fiscal month and quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative AgentLender, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesBorrower, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial ProjectionsProjections through December 31, 2024.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries Company for the 2015 and 2016 2011 fiscal yearsyear, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries Company for each fiscal month and quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower Company and its Subsidiaries, taken as a whole, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial Projectionsprojections through 2012.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries Holdings for the 2015 and 2016 2014 fiscal yearsyear, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries Holdings for each fiscal quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesHoldings, as reflected in the audited, consolidated financial statements described in delivered pursuant to clause (i) of this paragraph paragraph, and (iii) satisfactory Financial Projectionsprojections through 2016.

Financial Statements and Projections. The Lenders Lender shall have received (i) audited consolidated financial statements of the Borrower Company and its Subsidiaries for the 2015 2011, 2012 and 2016 2013 fiscal years, (ii) unaudited interim consolidated financial statements of the Borrower Company and its Subsidiaries for each fiscal quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative AgentLender, reflect any material adverse change in the consolidated financial condition of the Borrower Company and its Subsidiaries, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial ProjectionsProjections through 2017.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower Company and its Subsidiaries for the 2015 and 2016 through 2019 fiscal years, (ii) unaudited interim consolidated financial statements of the Borrower Company and its Subsidiaries for each fiscal quarter month ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesCompany, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial Projectionsprojections through 2022.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries Holdings for the 2015 and 2016 2009 fiscal yearsyear, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries Holdings for each fiscal month and quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesHoldings, as reflected in the audited, consolidated financial statements described in delivered pursuant to clause (i) of this paragraph and (iii) satisfactory Financial Projectionsprojections through 2012.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries Company for the 2015 and 2016 2012 fiscal yearsyear, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries Company for each fiscal quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower Company and its Subsidiaries, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial Projectionsprojections through and including the Company’s 2014 fiscal year.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries Company for the 2015 2017 and 2016 2018 fiscal years, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries Company for each fiscal month and quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower Company and its Subsidiaries, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial Projectionsprojections through fiscal year 2023.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries Holdings for the 2015 and 2016 2018 fiscal yearsyear, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries Holdings for each fiscal quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesHoldings, as reflected in the audited, consolidated financial statements described in delivered pursuant to clause (i) of this paragraph paragraph, and (iii) satisfactory Financial Projectionsprojections through 2021.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries for the 2015 and 2016 fiscal yearsFiscal Year, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries for each fiscal quarter Fiscal Quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower and its Subsidiaries, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial Projectionsprojections through 2021.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries Company for the 2015 2009 and 2016 2010 fiscal years, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries Company for each fiscal quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesCompany, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial Projectionsprojections through 2012.

Financial Statements and Projections. The Lenders Lender shall have received (i) audited consolidated financial statements of the Borrower and its Subsidiaries for the 2015 and 2016 fiscal years, (ii) unaudited interim consolidated financial statements of the Borrower and its Subsidiaries for each fiscal quarter ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative AgentLender, reflect any material adverse change in the consolidated financial condition of the Borrower and its SubsidiariesBorrower, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iii) satisfactory Financial ProjectionsProjections through June 30, 2018.