Common use of Additional Financial Information Clause in Contracts

Additional Financial Information. By no later than April 15, 2024 (the “PCAOB Audit Deadline”), the Company shall deliver to Parent the Company’s audited financial statements for the twelve month periods ended December 31, 2023 consisting of the audited consolidated balance sheet as of such date, the audited consolidated income statements for the twelve month period ended on such date, and the audited consolidated cash flow statements for the twelve month period ended on such date (the “Year End Financials”). Subsequent to the delivery of the Year End Financials, the Company’s consolidated interim financial information for each quarterly period thereafter shall be delivered to Parent no later than forty (40) calendar days following the end of each quarterly period and consolidated interim monthly information for each month thereafter shall be delivered to Purchaser no later than 20 days following the end of each month (the “Required Financial Statements”). All of the financial statements to be delivered pursuant to this Section 7.3, shall be prepared under U.S. GAAP in accordance with the standards of the PCAOB for public companies. The Required Financial Statements shall be accompanied by a certificate of the Chief Executive Officer of the Company to the effect that all such financial statements fairly present the financial position and results of operations of the Company as of the date or for the periods indicated, in accordance with U.S. GAAP, except as otherwise indicated in such statements and subject to year-end audit adjustments. The Company will promptly provide such additional Company financial information reasonably requested by Parent for inclusion in the Registration Statement, the Proxy Statement/Prospectus and any other filings to be made by Parent with the SEC.

Additional Financial Information. By no later than April 15, 2024 (the “PCAOB Audit Deadline”), the The Company shall deliver to provide Parent with the Company’s audited financial statements for the twelve month periods ended December 31, 2023 2022 and 2021 consisting of the audited consolidated balance sheet sheets as of such datedates, the audited consolidated income statements for the twelve month period ended on such date, and the audited consolidated cash flow statements for the twelve month period ended on such date (the “Year End Financials”). Subsequent to the delivery of the Year End Financials, the Company’s consolidated interim financial information for each quarterly period thereafter shall be delivered to Parent no later than forty (40) calendar days following the end of each quarterly period and consolidated interim monthly information for each month thereafter shall be delivered to Purchaser no later than 20 days following the end of each month (the “Required Financial Statements”). All of the financial statements to be delivered pursuant to this Section 7.3, shall be prepared under U.S. GAAP in accordance with the standards requirements of the PCAOB for public companies. The Required Financial Statements shall be accompanied by a certificate of the Chief Executive Officer of the Company to the effect that all such financial statements fairly present the financial position and results of operations of the Company as of the date or for the periods indicated, in accordance with U.S. GAAP, except as otherwise indicated in such statements and subject to year-end audit adjustments. The Company will promptly provide such with additional Company financial information reasonably requested by Parent for inclusion in the Registration Statement, the Proxy Statement/Prospectus Statement and any other filings to be made by Parent with the SEC.

Additional Financial Information. By no later than April 15, 2024 (Within five Business Days following the “PCAOB Audit Deadline”)execution of this Agreement, the Company shall deliver to provide Parent with the Company’s audited financial statements for the twelve month periods ended ended, December 31, 2023 2020 and 2019 consisting of the audited consolidated balance sheet sheets as of such datedates, the audited consolidated income statements for the twelve month period ended on such date, and the audited consolidated cash flow statements for the twelve month period ended on such date (the “Year End Financials”). If the Company does not deliver the Year End Financials within such five Business Day period, Parent shall have the right to terminate this Agreement in accordance with Article IX. Subsequent to the delivery of the Year End Financials, the Company’s consolidated interim financial information for each quarterly period thereafter shall be delivered to Parent no later than forty (40) 40 calendar days following the end of each quarterly period and consolidated interim monthly information for each month thereafter shall be delivered to Purchaser no later than 20 days following the end of each month (the “Required Financial Statements”). If the Company does not timely deliver the Required Financial Statements, Parent shall have the right to terminate this Agreement in accordance with Article IX here. All of the financial statements to be delivered pursuant to this Section 7.35.3, shall be prepared under U.S. GAAP in accordance with the standards requirements of the PCAOB for public companies. The Year End Financials and the Required Financial Statements shall be accompanied by a certificate of the Chief Executive Financial Officer of the Company to the effect that all such financial statements fairly present the financial position and results of operations of the Company as of the date or for the periods indicated, in accordance with U.S. GAAP, except as otherwise indicated in such statements and subject to year-end audit adjustmentsadjustments (other than with respect to the Year End Audited Financials for the period ending December 31, 2019). The Company will promptly provide such additional Company financial information reasonably requested by Parent for inclusion in the Registration Statement, the Proxy Statement/Prospectus Statement and any other filings to be made by Parent with the SEC.

Additional Financial Information. By no later than April 15, 2024 (the “PCAOB Audit Deadline”), the The Company shall deliver to Parent provide SPAC with the Company’s audited financial statements for the twelve month periods period ended December 31, 2023 2021 and 2020 respectively consisting of the audited consolidated balance sheet sheets as of such datedates, the audited consolidated income statements for the twelve month period ended on such date, and the audited consolidated cash flow statements for the twelve month period ended on such date (the “Year End FinancialsFinancial Statements”)) by no later than June 30, 2022. Subsequent to the delivery of the Year End Financials, the Company shall deliver to SPAC any of the Company’s unaudited financial statements consisting of the unaudited consolidated interim financial information balance sheets, the unaudited consolidated income statements, and the unaudited consolidated cash flow statements as of and for each quarterly the year-to-date period thereafter shall be delivered to Parent no later than forty (40) calendar days following ended as of the end of each quarterly any other different fiscal quarter (and as of and for the same period from the previous fiscal year) or fiscal year, as applicable, that is required to be included in the Proxy Statement, including once the audited financial statements for the fiscal year ended December 31, 2021 become stale for purposes of Regulation S-X of the Securities Act, and consolidated interim monthly information for each month thereafter shall in any other filings to be delivered to Purchaser no later than 20 days following made by SPAC with the end of each month SEC in connection with the Transactions (the “Required Additional Financial Statements”). All of the financial statements to be delivered pursuant to this Section 7.35.4, shall be prepared under U.S. GAAP in accordance with the standards requirements of the PCAOB and the SEC for public companies. The Required Year End Financials and the Additional Financial Statements shall be accompanied by a certificate of the Chief Executive Officer of the Company to the effect that all such financial statements fairly present the financial position and results of operations of the Company as of the date or for the periods indicated, in accordance with U.S. GAAP, except as otherwise indicated in such statements and subject to year-end audit adjustmentsadjustments (other than with respect to the Year End Financials). The Company will promptly provide such additional Company financial information reasonably requested by Parent SPAC for inclusion in the Registration Statement, the Proxy Statement/Prospectus Statement and any other filings to be made by Parent SPAC with the SEC.

Additional Financial Information. By no later than April 15, 2024 (the “PCAOB Audit Deadline”), the The Company shall deliver to provide Parent with the Company’s audited financial statements for the twelve month periods ended December 31, 2023 2020 and 2019 consisting of the audited consolidated balance sheet sheets as of such datedates, the audited consolidated income statements for the twelve month period ended on such date, and the audited consolidated cash flow statements for the twelve month period ended on such date (the “Year End Financials”). Subsequent to the delivery of the Year End Financials, the Company’s consolidated interim financial information for each quarterly period thereafter shall be delivered to Parent no later than forty (40) calendar days following the end of each quarterly period and consolidated interim monthly information for each month thereafter shall be delivered to Purchaser no later than 20 days following the end of each month (the “Required Financial Statements”). All of the financial statements to be delivered pursuant to this Section 7.37.4, shall be prepared under U.S. GAAP in accordance with the standards requirements of the PCAOB for public companies. The Required Financial Statements shall be accompanied by a certificate of the Chief Executive Officer of the Company to the effect that all such financial statements fairly present the financial position and results of operations of the Company as of the date or for the periods indicated, in accordance with U.S. GAAP, except as otherwise indicated in such statements and subject to year-end audit adjustments. The Company will promptly provide such with additional Company financial information reasonably requested by Parent for inclusion in the Registration Statement, the Proxy Statement/Prospectus Statement and any other filings to be made by Parent with the SEC.

Additional Financial Information. By no later than April 15Promptly following the date of this Agreement, 2024 and in any event within ten (10) Business Days following the “PCAOB Audit Deadline”)date of this Agreement, the Company shall deliver to provide Parent with the Company’s audited financial statements of the Company and its Subsidiaries for the twelve month periods ended December 31, 2023 2022 and 2021 consisting of the audited consolidated balance sheet sheets as of such datedates, the audited consolidated income statements for the twelve month period ended on such date, and the audited consolidated cash flow statements for the twelve month period ended on such date date, together with the auditors report thereon (the “Year End Financials”). Subsequent to the delivery of the Year End Financials, the Company’s consolidated interim financial information for each quarterly period thereafter shall be delivered to Parent no later than forty (40) calendar days following the end of each quarterly period and consolidated interim monthly information for each month thereafter shall be delivered to Purchaser no later than 20 days following the end of each month (the “Required Financial Statements”). All of the financial statements to be delivered pursuant to this Section 7.3, shall be prepared under U.S. GAAP in accordance with the standards requirements of the PCAOB for public companies. The Required Financial Statements shall be accompanied by a certificate of the Chief Executive Officer of the Company to the effect that all such financial statements fairly present the financial position and results of operations of the Company as of the date or for the periods indicated, in accordance with U.S. GAAP, except as otherwise indicated in such statements and subject to year-end audit adjustments. The Company will promptly provide such Parent with additional Company financial information reasonably requested by Parent for inclusion in the Registration Statement, the Proxy Statement/Prospectus and any other filings to be made by Parent with the SEC.

Additional Financial Information. By no later than April 15, 2024 (the “PCAOB Audit Deadline”), the The Company shall deliver to Parent will provide Acquiror with the Company’s audited unaudited financial statements for the twelve three - and nine-month periods ended December 31September 30, 2023 2020 and 2019, consisting of the audited unaudited consolidated balance sheet sheets as of such datedates, the audited unaudited consolidated income statements for the twelve three- and nine- month period periods ended on such datedates, and the audited unaudited consolidated cash flow statements for the twelve three- and nine-month period ended on such date dates (the “Year End September 30 Financials”)) no later than November 30, 2020. Subsequent to the delivery of the Year End September 30 Financials, the Company’s consolidated interim financial information for each quarterly period thereafter shall will be delivered to Parent Acquiror no later than forty (40) 45 calendar days following the end of each quarterly period period, and consolidated interim monthly information for each month thereafter shall be delivered to Purchaser no later than 20 90 calendar days following the end of each month (the “Required Financial Statements”)2020 fiscal year. All of the financial statements to be delivered pursuant to this Section 7.3‎Section 5.4, shall will be prepared under U.S. GAAP in accordance with the standards requirements of the PCAOB Public Company Accounting Oversight Board for public companiescompanies (the “Required Financial Statements”). The Required Financial Statements shall will be accompanied by a certificate of the Chief Executive Financial Officer of the Company to the effect that all such financial statements fairly present the financial position and results of operations of the Company as of the date or for the periods indicated, in accordance with U.S. GAAP, except as otherwise indicated in such statements and subject to year-end audit adjustments. The Company will promptly provide such additional Company financial information reasonably requested by Parent Acquiror for inclusion in the Registration Statement, the Proxy Statement/Prospectus and any other filings to be made by Parent Acquiror with the SEC.

Additional Financial Information. By no later than April 15, 2024 (Promptly following the “PCAOB Audit Deadline”)date of this Agreement, the Company shall deliver to provide Parent with the Company’s audited financial statements of the Company for the twelve month periods ended December 31, 2023 2022 and 2021 consisting of the audited consolidated balance sheet sheets as of such datedates, the audited consolidated income statements for the twelve month period ended on such date, and the audited consolidated cash flow statements for the twelve month period ended on such date date, together with the auditors report thereon (the “Year End Financials”). Subsequent to the delivery of the Year End Financials, the Company’s consolidated interim financial information for each quarterly period thereafter shall be delivered to Parent no later than forty forty-five (4045) calendar days following the end of each quarterly period and consolidated interim monthly information for each month thereafter shall be delivered to Purchaser no later than 20 twenty (20) days following the end of each month (the “Required Financial Statements”). All of the financial statements to be delivered pursuant to this Section 7.3, shall be prepared under U.S. GAAP in accordance with the standards requirements of the PCAOB for public companies. The Required Financial Statements shall be accompanied by a certificate of the Chief Executive Officer of the Company to the effect that all such financial statements fairly present the financial position and results of operations of the Company as of the date or for the periods indicated, in accordance with U.S. GAAP, except as otherwise indicated in such statements and subject to year-end audit adjustments. The Company will promptly provide such with additional Company financial information reasonably requested by Parent for inclusion in the Registration Statement, the Proxy Statement/Prospectus and any other filings to be made by Parent with the SEC.

Additional Financial Information. By no later than April 15, 2024 (the “PCAOB Audit Deadline”), the The Company shall deliver to Parent has provided SPAC with the Company’s audited financial statements for the twelve twelve-month periods period ended December 31, 2023 2021 and 2020 respectively consisting of the audited consolidated balance sheet sheets as of such datedates, the audited consolidated income statements for the twelve month period ended on such date, and the audited consolidated cash flow statements for the twelve month period ended on such date (the “Year End FinancialsFinancial Statements”)) by June 30, 2022. Subsequent to the delivery of the Year End Financials, the Company shall deliver to SPAC any of the Company’s unaudited financial statements consisting of the unaudited consolidated interim financial information balance sheets, the unaudited consolidated income statements, and the unaudited consolidated cash flow statements as of and for each quarterly the year-to-date period thereafter shall be delivered to Parent no later than forty (40) calendar days following ended as of the end of each quarterly any other different fiscal quarter (and as of and for the same period from the previous fiscal year) or fiscal year, as applicable, that is required to be included in the Proxy Statement, including once the audited financial statements for the fiscal year ended December 31, 2021 become stale for purposes of Regulation S-X of the Securities Act, and consolidated interim monthly information for each month thereafter shall in any other filings to be delivered to Purchaser no later than 20 days following made by SPAC with the end of each month SEC in connection with the Transactions (the “Required Additional Financial Statements”). All of the financial statements to be delivered pursuant to this Section 7.35.4, shall be prepared under U.S. GAAP in accordance with the standards requirements of the PCAOB and the SEC for public companies. The Required Year End Financials and the Additional Financial Statements shall be accompanied by a certificate of the Chief Executive Officer of the Company to the effect that all such financial statements fairly present the financial position and results of operations of the Company as of the date or for the periods indicated, in accordance with U.S. GAAP, except as otherwise indicated in such statements and subject to year-end audit adjustmentsadjustments (other than with respect to the Year End Financials). The Company will promptly provide such additional Company financial information reasonably requested by Parent SPAC for inclusion in the Registration Statement, the Proxy Statement/Prospectus Statement and any other filings to be made by Parent SPAC with the SEC.

Additional Financial Information. By no later than April 15, 2024 (a) During the “PCAOB Audit Deadline”)Interim Period, the Company shall use reasonable best efforts to deliver to the Parent the Company’s audited financial statements for the twelve month periods ended December 31, 2023 consisting of the audited consolidated balance sheet as of such date, the audited consolidated income statements for the twelve month period ended on such date, and the audited consolidated cash flow statements for the twelve month period ended on such date (the “Year End Financials”). Subsequent to the delivery of the Year End Financials, the Company’s consolidated interim financial information for each quarterly period thereafter shall be delivered to Parent no later than forty (40) within 45 calendar days following the end of each quarterly period of the fiscal quarters ending March 31, June 30 and consolidated interim monthly information for each month thereafter shall be delivered to Purchaser no later than 20 September 30 and within 90 calendar days following the end of each month the fiscal year ending December 31 (collectively, the “Required Financial StatementsStaleness Deadlines”). All of ) the financial statements required to be delivered pursuant to this Section 7.3, shall be prepared under U.S. GAAP included in accordance with the standards of the PCAOB for public companies. The Required Financial Statements shall be accompanied by a certificate of the Chief Executive Officer of the Company to the effect that all such financial statements fairly present the financial position and results of operations of the Company as of the date or for the periods indicated, in accordance with U.S. GAAP, except as otherwise indicated in such statements and subject to year-end audit adjustments. The Company will promptly provide such additional Company financial information reasonably requested by Parent for inclusion in the Registration Statement, the Proxy Statement/Prospectus Registration Statement and any other filings to be made by the Company or the Parent with the SECSEC in connection with the Transactions. As promptly as practicable after the execution of this Agreement, but not later than January 1, 2024, the Company shall deliver to Parent, the Company Financials, as audited in accordance with the standards of the PCAOB, necessary and appropriate to be included in the Proxy Statement/Registration Statement, including for the avoidance of doubt, the periods ending December 31, 2021 and December 31, 2022. The Company shall use all reasonable efforts to have such Company Financials delivered by October 31, 2023. If the Company determines that it will be unable to deliver the financial statements required by this Section 6.04(a) by the applicable Staleness Deadline, the Company shall promptly notify the Parent of such determination. Upon delivery of such updated financial statements by the Company, the representation and warranties set forth in this Section 4.06(a) shall be deemed to apply to such financial statements with the same force and effect as if made as of the Signing Date. The Company will use reasonable best efforts to cause such financial statements, together with any audited or unaudited consolidated balance sheet and the related statements of operations, changes in members’ equity (deficit) and cash flows of the Target Companies as of and for any year-to-date period ended as of the end of a fiscal quarter (or solely in the case of any audited financial statements, the fiscal year) that are required to be included in the Proxy Statement/​Registration Statement, including any applicable comparative period in the preceding fiscal year, and any other filings to be made by the Company or the Parent with the SEC in connection with the Transactions, to, in each case: (A) be prepared in all material respects in accordance with GAAP consistently applied throughout the periods covered (except for the absence of footnote disclosures and for year-end adjustments that will not be material); (B) fairly present in all material respects the consolidated financial position, results of operations, changes in members’ equity (deficit) and cash flows of the Target Companies as of the dates and for the periods referred to in such financial statements in conformity with GAAP (except for the absence of footnote disclosures and for year-end adjustments that will not be material); (C) be derived from and accurately reflect in all material respects, the books and records of each of the Target Companies; and (D) solely in the case of any such audited financial statements, be audited in accordance with the standards of the PCAOB.

Additional Financial Information. By no later than April The Company shall use its commercially reasonable efforts to provide Parent (i) on or prior to August 15, 2024 2022, with the Annual Financial Statements, and (ii) on or prior to August 31, 2022, with the unaudited consolidated balance sheet of the Company as of June 30, 2022 and the related unaudited statements of operations, changes in stockholders’ equity and cash flows for the three-month period ended June 30, 2022, each prepared under U.S. GAAP and reviewed by a PCAOB qualified auditor in accordance with the requirements of the PCAOB for public companies (the “PCAOB Audit DeadlineFinal June 30, 2022 Financial Statements”). Additionally, during the Interim Period, the Company shall deliver use its commercially reasonable efforts to provide Parent the Company’s audited financial statements for the twelve month periods ended December 31, 2023 consisting of the audited consolidated balance sheet as of such date, the audited consolidated income statements for the twelve month period ended on such date, and the audited consolidated cash flow statements for the twelve month period ended on such date (the “Year End Financials”). Subsequent to the delivery of the Year End Financials, with the Company’s consolidated interim financial information for each quarterly period thereafter shall be delivered to Parent beginning after June 30, 2022 no later than forty (40) calendar days following the end of each quarterly period period, each prepared under U.S. GAAP and consolidated interim monthly information reviewed by a PCAOB qualified auditor in accordance with the requirements of the PCAOB for each month thereafter shall be delivered to Purchaser no later than 20 days following the end of each month (the “Required Financial Statements”)public companies. All of the financial statements to be delivered pursuant to this Section 7.3, shall be prepared under U.S. GAAP in accordance with the standards of the PCAOB for public companies. The Required Financial Statements 7.3 shall be accompanied by a certificate of the Chief Executive Officer or Chief Financial Officer of the Company to the effect that all such financial statements fairly present the consolidated financial position and consolidated results of operations of the Company as of the date or for the periods indicated, in accordance with U.S. GAAP, except as otherwise indicated in such statements and subject to year-end audit adjustments. The Company will promptly provide such Parent with additional Company financial information reasonably requested by Parent for inclusion in the Registration Statement, the Proxy Statement/Prospectus Statement and any other filings to be made by Parent with the SEC.

Additional Financial Information. By no later than April 15, 2024 (the “PCAOB Audit Deadline”), the The Company shall deliver to provide Parent with the Company’s audited financial statements for the twelve month periods ended December 31, 2023 2020 and 2019 consisting of the audited consolidated balance sheet sheets as of such datedates, the audited consolidated income statements for the twelve month period ended on such date, and the audited consolidated cash flow statements for the twelve month period ended on such date (the “Year End Financials”). Subsequent to the delivery of the Year End Financials, the Company’s consolidated interim financial information for each quarterly period thereafter shall be delivered to Parent no later than forty (40) 40 calendar days following the end of each quarterly period and consolidated interim monthly information for each month thereafter shall be delivered to Purchaser no later than 20 days following the end of each month (the “Required Financial Statements”). All of the financial statements to be delivered pursuant to this Section 7.35.3, shall be prepared under U.S. GAAP in accordance with the standards requirements of the PCAOB for public companies. The Year End Financials and the Required Financial Statements shall be accompanied by a certificate of the Chief Executive Officer of the Company to the effect that all such financial statements fairly present the financial position and results of operations of the Company as of the date or for the periods indicated, in accordance with U.S. GAAP, except as otherwise indicated in such statements and subject to year-end audit adjustmentsadjustments (other than with respect to the Year End Audited Financials). The Company will promptly provide such additional Company financial information reasonably requested by Parent for inclusion in the Registration Statement, the Proxy Statement/Prospectus Statement and any other filings to be made by Parent with the SEC.

Additional Financial Information. By no later than April 15, 2024 (the “PCAOB Audit Deadline”), the The Company shall deliver to provide Parent with the Company’s audited financial statements for the twelve month periods ended ended, December 31, 2023 2020 and 2019 consisting of the audited consolidated balance sheet sheets as of such datedates, the audited consolidated income statements for the twelve month period ended on such date, and the audited consolidated cash flow statements for the twelve month period ended on such date (the “Year End Financials”)) on or before March 31, 2021, or such other date that may be mutually agreed between the Parties. If the Company does not deliver the Year End Financials on or before March 31, 2021, or such other agreed date, Parent shall have the right to terminate this Agreement in accordance with Article IX. Subsequent to the delivery of the Year End Financials, the Company’s consolidated interim financial information for each quarterly period thereafter shall be delivered to Parent no later than forty (40) 40 calendar days following the end of each quarterly period and consolidated interim monthly information for each month thereafter shall be delivered to Purchaser no later than 20 days following the end of each month (the “Required Financial Statements”). All of the financial statements to be delivered pursuant to this Section 7.35.4, shall be prepared under U.S. GAAP in accordance with the standards requirements of the PCAOB for public companies. The Year End Financials and the Required Financial Statements shall be accompanied by a certificate of the Chief Executive Financial Officer of the Company to the effect that all such financial statements fairly present the financial position and results of operations of the Company as of the date or for the periods indicated, in accordance with U.S. GAAP, except as otherwise indicated in such statements and subject to year-end audit adjustments. The Company will promptly provide such additional Company financial information reasonably requested by Parent for inclusion in the Registration Statement, the Proxy Statement/Prospectus Statement and any other filings to be made by Parent with the SEC.

Additional Financial Information. By no later than April 15, 2024 (the “PCAOB Audit Deadline”), the The Company shall deliver to provide Parent the Company’s audited financial statements for the twelve month periods fiscal years ended December 31, 2023 2021 and December 31, 2020 and for the three-month period ended March 31, 2022 by no later than August 31, 2022, and the audited financial statements for the three-month period ended June 30, 2022 by no later than September 30, 2022, in each case consisting of the audited consolidated balance sheet as of such date, and the audited consolidated income related statements of operations, changes in stockholders’ equity and cash flows for the twelve three-month period ended on such date, and the audited consolidated cash flow statements for the twelve month period then ended on such date (the “Year End FinancialsAdditional Financial Statements”). Subsequent to the delivery of the Year End FinancialsAdditional Financial Statements, the Company’s Company shall provide to Parent an unaudited consolidated interim financial information balance sheet of the Company and the related statements of operations, changes in stockholders’ equity and cash flows for each quarterly period thereafter shall be delivered to Parent no later than forty (40) calendar days following the end of each quarterly period and consolidated interim monthly information for each month thereafter shall be delivered to Purchaser no later than 20 days following the end of each month (the “Required Financial Statements”). All of the financial statements to be delivered pursuant to this Section 7.37.4, shall be prepared under U.S. GAAP in accordance with the standards requirements of the PCAOB Public Company Accounting Oversight Board for public companies. The Required Financial Statements shall be accompanied by a certificate of the Chief Executive Officer of the Company to the effect that all such financial statements fairly present the financial position and results of operations of the Company as of the date or for the periods indicated, in accordance with U.S. GAAP, except as otherwise indicated in such statements and subject to year-end audit adjustments. The Company will promptly provide such additional Company financial information (including information required to prepare a Management Discussion and Analysis) reasonably requested by Parent for inclusion in the Registration Statement, the Proxy Statement/Prospectus Statement and any other filings to be made by Parent with the SEC.

Additional Financial Information. By no later than April 15The Company shall, 2024 (on or before November 30, 2022, or such other date that may be mutually agreed between the “PCAOB Audit Deadline”)Parties, the Company shall deliver to provide Parent with the Company’s (i) audited financial statements for the twelve month periods ended ended, December 31, 2023 2021 and 2020 consisting of the audited consolidated balance sheet sheets as of such datedates, the audited consolidated income statements for the twelve month period ended on such date, and the audited consolidated cash flow statements for the twelve month period ended on such date (the “Year End Financials”), and (ii) the unaudited consolidated financial statements of the Company and its Subsidiaries as of and for the six month period ended June 30, 2022, consisting of the unaudited consolidated balance sheets as of such date, the unaudited consolidated income statement for the six month periods ended on such date, and the unaudited consolidated cash flow statements for the six month periods ended on such date (the “Quarterly Financials”). If the Company does not deliver the Year End Financials and the Quarterly Financials on or before November 30, 2022, or such other agreed date, Parent shall have the right to terminate this Agreement in accordance with Article IX. Subsequent to the delivery of the Year End Financials and the Quarterly Financials, the Company’s consolidated interim financial information for each quarterly period thereafter shall be delivered to Parent no later than forty (40) 30 calendar days following the end of each quarterly period and consolidated interim monthly information for each month thereafter shall be delivered to Purchaser no later than 20 days following the end of each month (the “Required Financial Statements”). All of the financial statements to be delivered pursuant to this Section 7.35.4, shall be prepared under U.S. GAAP in accordance with the standards requirements of the PCAOB for public companies. The Year End Financials, the Quarterly Financials, and the Required Financial Statements shall be accompanied by a certificate of the Chief Executive Financial Officer of the Company to the effect that all such financial statements fairly present the financial position and results of operations of the Company as of the date or for the periods indicated, in accordance with U.S. GAAP, except as otherwise indicated in such statements and subject to year-end audit adjustments. The Company will promptly provide such additional Company financial information reasonably requested by Parent for inclusion in the Registration Statement, the Proxy Statement/Prospectus Statement and any other filings to be made by Parent with the SEC.

Additional Financial Information. By no later than April 15, 2024 (the “PCAOB Audit Deadline”), the The Company shall deliver to provide Parent with the Company’s audited financial statements for the twelve month periods ended December 31, 2023 2020 and 2019 consisting of the audited consolidated balance sheet sheets as of such dates, the audited consolidated income statements for the twelve month period ended on such date, and the audited consolidated cash flow statements for the twelve month period ended on such date. No later than March 15, 2022, the Company will provide Parent with the Company’s audited financial statements for the twelve month period ended December 31, 2021 consisting of the audited consolidated balance sheets as of such date, the audited consolidated income statements for the twelve month period ended on such date, and the audited consolidated cash flow statements for the twelve month period ended on such date (the “2021 Year End Financials”). Subsequent to the delivery of the 2021 Year End Financials, the Company’s consolidated interim financial information for each quarterly period thereafter shall be delivered to Parent no later than forty (40) calendar days following the end of each quarterly period and consolidated interim monthly information for each month thereafter shall be delivered to Purchaser Parent no later than 20 twenty-five (25) days following the end of each month (the “Required Financial Statements”). All of the financial statements to be delivered pursuant to this Section 7.37.4, shall be prepared under U.S. GAAP in accordance with the standards requirements of the PCAOB Public Company Accounting Oversight Board for public companies. The Required Financial Statements shall be accompanied by a certificate of the Chief Executive Officer of the Company to the effect that all such financial statements fairly present the financial position and results of operations of the Company as of the date or for the periods indicated, in accordance with U.S. GAAP, except as otherwise indicated in such statements and subject to year-end audit adjustments. The Company will promptly provide such additional Company financial information (including information required to prepare a Management Discussion and Analysis) reasonably requested by Parent for inclusion in the Registration Statement, the Proxy Statement/Prospectus Statement and any other filings to be made by Parent with the SEC.

Additional Financial Information. By no later than The Company shall use its commercially reasonable efforts to provide Parent (i) on or prior to April 1530, 2024 2024, with the Annual Financial Statements, and (ii) on or prior to April 30, 2024, with the unaudited consolidated balance sheet of the Company as of December 31, 2023 and the related unaudited statements of operations, changes in shareholders’ equity and cash flows for the nine-month period ended December 31, 2023, each prepared under U.S. GAAP and reviewed by a PCAOB qualified auditor in accordance with the requirements of the PCAOB for public companies (the “PCAOB Audit DeadlineFinal December 31, 2023 Financial Statements”). Additionally, during the Interim Period, the Company shall deliver use its commercially reasonable efforts to provide Parent the Company’s audited financial statements for the twelve month periods ended December 31, 2023 consisting of the audited consolidated balance sheet as of such date, the audited consolidated income statements for the twelve month period ended on such date, and the audited consolidated cash flow statements for the twelve month period ended on such date (the “Year End Financials”). Subsequent to the delivery of the Year End Financials, with the Company’s consolidated interim financial information for each quarterly period thereafter shall be delivered to Parent beginning after December 31, 2023 no later than forty (40) calendar days following the end of each quarterly period period, each prepared under U.S. GAAP and consolidated interim monthly information reviewed by a PCAOB qualified auditor in accordance with the requirements of the PCAOB for each month thereafter shall be delivered to Purchaser no later than 20 days following the end of each month (the “Required Financial Statements”)public companies. All of the financial statements to be delivered pursuant to this Section 7.3, shall be prepared under U.S. GAAP in accordance with the standards of the PCAOB for public companies. The Required Financial Statements 7.3 shall be accompanied by a certificate of the Chief Executive Officer or Chief Financial Officer of the Company to the effect that all such financial statements fairly present the consolidated financial position and consolidated results of operations of the Company as of the date or for the periods indicated, in accordance with U.S. GAAP, except as otherwise indicated in such statements and subject to year-end audit adjustments. The Company will promptly provide such Parent with additional Company financial information reasonably requested by Parent for inclusion in the Registration Statement, the Proxy Statement/Prospectus Statement and any other filings to be made by Parent with the SEC.

Additional Financial Information. By no later than April 15February 29, 2024 (the “PCAOB Audit Deadline”), the Company shall deliver to Parent the Company’s audited financial statements for the twelve month periods ended December 31, 2023 and 2022, consisting of the audited consolidated balance sheet sheets as of such date, dates and the audited consolidated income statements of operations, changes in stockholders’ equity and cash flows for the twelve month period periods ended on such datedates, and including the audited consolidated cash flow statements for the twelve month period ended on such date notes thereto (the “Year End Financials2023 Financial Statements”). Subsequent to the delivery of the Year End Financials2023 Financial Statements, the Company’s consolidated interim financial information for each quarterly period thereafter shall be delivered to Parent no later than forty (40) calendar days following the end of each quarterly period and consolidated interim monthly information for each month thereafter shall be delivered to Purchaser no later than 20 days following the end of each month (the “Required Financial Statements”). All of the financial statements to be delivered pursuant to this Section 7.3, shall be prepared under in conformity with U.S. GAAP applied on a consistent basis and in accordance with the standards of the PCAOB for public companies. The Required Financial Statements shall be accompanied by a certificate of the Chief Executive Officer of the Company to the effect that all such financial statements fairly present the financial position and results of operations of the Company as of the date or for the periods indicated, in accordance with U.S. GAAP, except as otherwise indicated in such statements and subject to year-end audit adjustments. The Company will promptly provide such additional Company financial information reasonably requested by Parent for inclusion in the Registration Statement, the Proxy Statement/Prospectus and any other filings to be made by Parent with the SEC. In the event the Company fails to deliver the 2023 Financial Statements to Parent by the PCAOB Audit Deadline, the Company shall pay a delay fee in the amount equal to $35,000 for the first one-month delay to March 31, 2024 (pro-rated for a partial month), $50,000 for the second one-month delay to April 30, 2024 and thereafter $70,000 for each subsequent one-month delay (pro-rated for any partial month) (which fee shall be payable within two (2) Business Days after such one-month period (or partial month period)). All payments under this Section 7.3 shall be made by wire transfer of immediately available funds to an account designated in writing by Parent.

Additional Financial Information. By no later than April 15, 2024 (Upon the “PCAOB Audit Deadline”)filing of the Form S-4, the Company shall deliver to provide Parent with the Company’s audited financial statements for the twelve twelve-month periods period ended December 31, 2023 2021 consisting of the audited consolidated balance sheet sheets as of such date, the audited consolidated income statements for the twelve twelve-month period ended on such date, and the audited consolidated cash flow statements for the twelve twelve-month period ended on such date (the “Year End Financials”)date. Subsequent to the delivery of the Year End Financials, the The Company’s consolidated interim financial information for each quarterly period thereafter after March 31, 2022, shall be delivered to Parent as promptly as possible following the end of such quarterly period, and in any event no later than forty forty-five (4045) calendar days following the end of each quarterly period and consolidated interim monthly information for each month thereafter shall be delivered to Purchaser no later than 20 days following the end of each month (the “Required Financial Statements”). All of the financial statements to be delivered pursuant to this Section 7.38.4, shall be prepared under U.S. GAAP in accordance with the standards requirements of the PCAOB for public companies. The Required Financial Statements shall be accompanied by Company will promptly provide Parent with additional Company financial information (including selected financial data, a certificate of the Chief Executive Officer of the Company to the effect that all such financial statements fairly present the financial position management’s discussion and analysis and results of operations of the Company as of the date or for the periods indicated, prepared in accordance with U.S. GAAPItem 303 of Regulation S-K of the Securities Exchange Act, except as otherwise indicated in such statements and subject to year-end audit adjustments. The Company will promptly provide such additional Company pro forma financial information or pro forma financial adjustments) reasonably requested by the Parent Parties or otherwise required for inclusion in the Registration Statement, the Proxy Statement/Prospectus Statement and any other filings to be made by a Parent Party with the SEC. The Company shall also provide to Parent as promptly as practicable after the date hereof, a description of the business and any other information concerning the Company, its directors, officers, operations and such other matters, as may be reasonably necessary or advisable in connection with the preparation of the Proxy Statement and any other filings to be made by a Parent Party with the SEC.

Additional Financial Information. By no later than April 15, 2024 (the “PCAOB Audit Deadline”), the The Company shall deliver to provide Parent with the Company’s audited unaudited financial statements for the twelve six month periods ended December 31June 30, 2023 2020 and 2019, consisting of the audited unaudited consolidated balance sheet sheets as of such datedates, the audited unaudited consolidated income statements for the twelve six month period periods ended on such datedates, and the audited unaudited consolidated cash flow statements for the twelve six month period ended on such date dates (the “Year End June 30 Financials”). If the Company does not deliver the June 30 Financials on or before October 21, 2020, Parent shall have the right to terminate this Agreement in accordance with Article IX. Subsequent to the delivery of the Year End June 30 Financials, the Company’s consolidated interim financial information for each quarterly period thereafter shall be delivered to Parent no later than forty (40) 40 calendar days following the end of each quarterly period period, and consolidated interim monthly information for each month thereafter shall be delivered to Purchaser no later than 20 90 calendar days following the end of each month fiscal year (the “Required Financial Statements”). If the Company does not timely deliver the Required Financial Statements, Parent shall have the right to terminate this Agreement in accordance with Article IX here. All of the financial statements to be delivered pursuant to this Section 7.35.4, shall be prepared under U.S. GAAP in accordance with the standards requirements of the PCAOB for public companies. The June 30 Financials, the 2019 Audited Financials and the Required Financial Statements shall be accompanied by a certificate of the Chief Executive Financial Officer of the Company to the effect that all such financial statements fairly present the financial position and results of operations of the Company as of the date or for the periods indicated, in accordance with U.S. GAAP, except as otherwise indicated in such statements and subject to year-end audit adjustmentsadjustments (other than with respect to the 2019 Audited Financials and the June 30 Financials). The Company will promptly provide such additional Company financial information reasonably requested by Parent for inclusion in the Registration Statement, the Proxy Statement/Prospectus Statement and any other filings to be made by Parent with the SEC.