Common use of Financial Statements; No Material Adverse Change Clause in Contracts

Financial Statements; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders (i) its consolidated balance sheets as of September 30, 2001 and September 30, 2002 and the related consolidated statements of income, stockholders' equity and cash flows for the Fiscal Years then ended, reported on by Ernst & Young LLP, independent public accountants, and (ii) its unaudited consolidated balance sheets as of December 31, 2002 and March 31, 2003 and the related unaudited consolidated statements of income, stockholders' equity and cash flows for the Fiscal Quarters then ended and for the portions of the Fiscal Year then ended, all certified by its chief financial officer. Such financial statements present fairly, in all material respects, the financial position of the Borrower and its consolidated Subsidiaries as of such dates and their results of operations and cash flows for such periods in accordance with GAAP, subject to normal year-end adjustments and the absence of footnotes in the case of the statements referred to in clause (ii) above.

Financial Statements; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders (i) its Parent’s and the Target’s consolidated balance sheets as of September 30, 2001 sheet and September 30, 2002 and the related consolidated statements of incomeoperations, stockholders' ’ equity and cash flows as of and for the Fiscal Years then endedfiscal years ended December 31, 2013, December 31, 2014 and December 31, 2015, reported on by Ernst PricewaterhouseCoopers LLP or Deloitte & Young Touche LLP, as applicable, each independent certified public accountants, and (ii) its unaudited Parent’s and the Target’s consolidated balance sheets sheet and statements of operations and cash flows as of December 31, 2002 and for the Fiscal Quarter and the portion of the fiscal year ended March 31, 2003 2016 and the related unaudited consolidated statements of incomeJune 30, stockholders' equity and cash flows for the Fiscal Quarters then ended and for the portions of the Fiscal Year then ended, all certified by its chief financial officer2016. Such financial statements present fairly, in all material respects, the financial position of the Borrower and its consolidated Subsidiaries as of such dates and their results of operations and cash flows of Parent and its consolidated Subsidiaries or Target and its Subsidiaries, as applicable, as of such dates and for such periods in accordance with GAAP, subject to normal year-end audit adjustments and the absence of footnotes in the case of the statements referred to in clause (ii) above.

Financial Statements; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders (i) the audited Consolidated balance sheet of the Borrower and its consolidated balance sheets Subsidiaries as of September 30, 2001 and September 30December 31, 2002 and the related consolidated Consolidated statements of income, stockholders' equity income and cash flows for the Fiscal Years Year then ended, reported on by Ernst Deloitte & Young Touche LLP, independent public accountants, and (ii) the unaudited Consolidated balance sheet of the Borrower and its unaudited consolidated balance sheets Subsidiaries as of December 31, 2002 and March 31September 30, 2003 and the related unaudited consolidated Consolidated statements of income, stockholders' equity income and cash flows for the Fiscal Quarters Quarter then ended and for the portions portion of the Fiscal Year then ended, all certified by its the Borrower’s chief financial officer. Such financial statements present fairly, in all material respects, the Consolidated financial position of the Borrower and its consolidated Subsidiaries as of such dates and their its Consolidated results of operations and cash flows for such periods in accordance with GAAP, subject to normal year-end adjustments and the absence of footnotes in the case of the statements referred to in clause (ii) above.

Financial Statements; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders (i) its consolidated balance sheets sheet as of September 30December 31, 2001 and September 30, 2002 2008 and the related consolidated statements of income, stockholders' ’ equity and cash flows for the Fiscal Years Year then ended, reported on by Ernst & Young Pricewaterhouse Coopers LLP, independent public accountantsIndependent Registered Public Accounting Firm, and (ii) its unaudited consolidated balance sheets sheet as of December 31September 30, 2002 and March 31, 2003 2009 and the related unaudited consolidated statements of income, stockholders' ’ equity and cash flows for the Fiscal Quarters Quarter then ended and for the portions portion of the Fiscal Year then ended, all certified by its chief financial officer. Such financial statements present fairly, in all material respects, the financial position of the Borrower and its consolidated Subsidiaries as of such dates and their results of operations and cash flows for such periods in accordance with GAAP, subject to normal year-end adjustments and the absence of footnotes in the case of the statements referred to in clause (ii) above.

Financial Statements; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders (i) its consolidated balance sheets sheet as of September 30, 2001 and September 30, 2002 2003 and the related consolidated statements of income, stockholders' ’ equity and cash flows for the Fiscal Years Year then ended, reported on by Ernst & Young LLP, independent public accountants, and (ii) its unaudited consolidated balance sheets as of December 31, 2002 2003 and March 31, 2003 2004 and the related unaudited consolidated statements of income, stockholders' ’ equity and cash flows for the Fiscal Quarters then ended and for the portions of the Fiscal Year then ended, all certified by its chief financial officer. Such financial statements present fairly, in all material respects, the financial position of the Borrower and its consolidated Subsidiaries as of such dates and their results of operations and cash flows for such periods in accordance with GAAP, subject to normal year-end adjustments and the absence of footnotes in the case of the statements referred to in clause (ii) above.

Financial Statements; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders (i) its consolidated balance sheets sheet as of September 30December 31, 2001 and September 30, 2002 2008 and the related consolidated statements of income, stockholders' equity and cash flows for the Fiscal Years Year then ended, reported on by Ernst & Young Pricewaterhouse Coopers LLP, independent public accountantsIndependent Registered Public Accounting Firm, and (ii) its unaudited consolidated balance sheets sheet as of December 31September 30, 2002 and March 31, 2003 2009 and the related unaudited consolidated statements of income, stockholders' equity and cash flows for the Fiscal Quarters Quarter then ended and for the portions portion of the Fiscal Year then ended, all certified by its chief financial officer. Such financial statements present fairly, in all material respects, the financial position of the Borrower and its consolidated Subsidiaries as of such dates and their results of operations and cash flows for such periods in accordance with GAAP, subject to normal year-end adjustments and the absence of footnotes in the case of the statements referred to in clause (ii) above.

Financial Statements; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders (i) its consolidated balance sheets as of September January 31, 2004, January 29, 2005 and January 28, 2006 and the related consolidated statements of income, shareholders’ equity and cash flows for each of the Fiscal Years then ended, reported on by PricewaterhouseCoopers LLP, an independent registered public accounting firm, and (ii) its consolidated balance sheet as of April 30, 2001 and September 30, 2002 2006 and the related consolidated statements of income, stockholders' ’ equity and cash flows for the Fiscal Years then ended, reported on by Ernst & Young LLP, independent public accountants, and (ii) its unaudited consolidated balance sheets as of December 31, 2002 and March 31, 2003 and the related unaudited consolidated statements of income, stockholders' equity and cash flows for the Fiscal Quarters then ended and for the portions of the Fiscal Year Quarter then ended, all certified by its chief financial officer. Such Except for such adjustments as may be required for the Stated Restatement Reasons, such financial statements present fairly, in all material respects, the financial position of the Borrower and its consolidated Subsidiaries as of such dates and their results of operations and cash flows for such periods in accordance with GAAP, subject to normal year-end adjustments and the absence of footnotes in the case of the statements referred to in clause (ii) above.

Financial Statements; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders (i) the audited Consolidated balance sheet of the Borrower and its consolidated balance sheets Subsidiaries as of September 30December 31, 2001 and September 30, 2002 2003 and the related consolidated Consolidated statements of income, stockholders' equity income and cash flows for the Fiscal Years Year then ended, reported on by Ernst Deloitte & Young Touche LLP, independent public accountants, and (ii) the unaudited Consolidated balance sheet of the Borrower and its unaudited consolidated balance sheets Subsidiaries as of December 31September 30, 2002 and March 31, 2003 2004 and the related unaudited consolidated Consolidated statements of income, stockholders' equity income and cash flows for the Fiscal Quarters Quarter then ended and for the portions portion of the Fiscal Year then ended, all certified by its the Borrower’s chief financial officer. Such financial statements present fairly, in all material respects, the Consolidated financial position of the Borrower and its consolidated Subsidiaries as of such dates and their its Consolidated results of operations and cash flows for such periods in accordance with GAAP, subject to normal year-end adjustments and the absence of footnotes in the case of the statements referred to in clause (ii) above.

Financial Statements; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders (i) its consolidated balance sheets sheet as of September 30, 2001 and September 30, 2002 2004 and the related consolidated statements of income, stockholders' ’ equity and cash flows for the Fiscal Years Year then ended, reported on by Ernst & Young LLP, independent public accountants, and (ii) its unaudited consolidated balance sheets as of December 31, 2002 2004 and March 31, 2003 2005 and the related unaudited consolidated statements of income, stockholders' ’ equity and cash flows for the Fiscal Quarters then ended and for the portions of the Fiscal Year then ended, all certified by its chief financial officer. Such financial statements present fairly, in all material respects, the financial position of the Borrower and its consolidated Subsidiaries as of such dates and their results of operations and cash flows for such periods in accordance with GAAP, subject to normal year-end adjustments and the absence of footnotes in the case of the statements referred to in clause (ii) above.

Financial Statements; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders (i) its consolidated balance sheets as sheet of September 30, 2001 the Borrower and September 30, 2002 the Subsidiaries and the related consolidated statements of incomeoperations, stockholders' ’ equity and cash flows of the Borrower and the Subsidiaries (i) as at December 31, 2007, and for the year then ended, which financial statements are accompanied by the report of Ernst & Young LLP, and (ii) as at September 30, 2008, and for the fiscal quarter and the portion of the fiscal year then ended, certified by the chief financial officer of the Borrower, as heretofore furnished to the Lenders, fairly present in all material respects the consolidated financial position of the Borrower and the Subsidiaries as at such dates and their consolidated results of operations, stockholders’ equity and cash flows for the Fiscal Years then ended, reported on by Ernst & Young LLP, independent public accountants, and (ii) its unaudited consolidated balance sheets as of December 31, 2002 and March 31, 2003 and the related unaudited consolidated statements of income, stockholders' equity and cash flows for the Fiscal Quarters periods then ended and for the portions of the Fiscal Year then ended, all certified by its chief financial officer. Such financial statements present fairly, in all material respects, the financial position of the Borrower and its consolidated Subsidiaries as of such dates and their results of operations and cash flows for such periods in accordance conformity with GAAP, subject to normal year-end audit adjustments and the absence of certain footnotes in the case of the statements referred to in clause (ii) above.