Common use of Annual and Quarterly Financial Statements Clause in Contracts

Annual and Quarterly Financial Statements. The Company will ----------------------------------------- deliver to each Investor: (i) within ninety (90) days after the end of each fiscal year a copy of the consolidated balance sheet of the Company and the Consolidated Entities as of the end of such year, together with consolidated and consolidating statements of income and of cash flows of the Company and the Consolidated Entities for such year, all in reasonable detail, prepared in accordance with generally accepted accounting principles, consistently applied, and certified in an audit report by independent public accountants of national standing selected by the Board of Directors of the Company, and (ii) copies of all financial statements and reports which the Company and each Consolidated Entity shall send to its stockholders or file with the Securities and Exchange Commission or any stock exchange on which any securities of the Company or any Consolidated Entity may be listed. The Company shall also deliver to each Investor, within forty-five (45) days after the end of each of the first three quarters of each fiscal year, a copy of the consolidated balance sheet of the Company and each Consolidated Entity as of the end of such quarter and consolidated statements of income and of cash flows of the Company and each Consolidated Entity for the fiscal quarter and for the portion of the fiscal year ending on the last day of such quarter, each of the foregoing balance sheets and statements to set forth in comparative form the corresponding figures for the same period of the prior fiscal year, and actual versus budgeted amounts, to be in reasonable detail provided, -------- however, such financials are subject to year-end adjustments and may not ------- contain all footnotes required under generally accepted accounting principles and to be certified, subject to normal year-end audit adjustments, by the principal financial officer of the Company that they are true and accurate in all material respects as of their dates.

Annual and Quarterly Financial Statements. The Company will ----------------------------------------- deliver to each Institutional Investor who, together with any of its affiliated Institutional Investors, owns at least 1,500,000 shares of Common Stock (assuming the conversion all securities convertible into Common Stock held by such Institutional Investor: (i) within ninety one hundred twenty (90120) days after the end of each fiscal year a copy of the consolidated balance sheet of the Company and the Consolidated Entities as of the end of such year, together with consolidated and consolidating statements of income and of cash flows of the Company and the Consolidated Entities for such year, all in reasonable detail, prepared in accordance with generally accepted accounting principles, consistently applied, and certified in an audit report by independent public accountants of national standing reasonably acceptable to the Institutional Investors and selected by the Board of Directors of the Company, and (ii) copies of all financial statements and reports which the Company and each Consolidated Entity shall send to its stockholders or file with the Securities and Exchange Commission or any stock exchange on which any securities of the Company or any Consolidated Entity may be listed. The Company shall also deliver to each Institutional Investor who, together with any of its affiliated Institutional Investors, owns at least 1,500,000 shares of Common Stock (assuming the conversion all securities convertible into Common Stock held by such Institutional Investor, ) within forty-five (45) days after the end of each of the first three quarters of each fiscal year, a copy of the unaudited consolidated balance sheet of the Company and each Consolidated Entity as of the end of such quarter and unaudited consolidated statements of income and of cash flows of the Company and each Consolidated Entity for the fiscal quarter and for the portion of the fiscal year ending on the last day of such quarter, each of the foregoing balance sheets and statements to set forth in comparative form the corresponding figures for the same period of the prior fiscal year, and actual versus budgeted amounts, to be in reasonable detail (provided, -------- however, that such financials financial statements are subject to year-end adjustments and may not ------- contain all footnotes required under generally accepted accounting principles principles) and to be certified, subject to normal year-end audit adjustments, by the principal financial officer of the Company that they are true and accurate as to their fair presentation in all material respects accordance with generally accepted accounting principles as of their dates. Notwithstanding anything to the contrary in this section and in addition to the rights described above, any Institutional Investor may receive all financial statements provided under this section as long as (i) such receipt of financial statements is approved by the Board of Directors and (ii) such Institutional Investor executes a nondisclosure agreement acceptable to the Company’s counsel.

Annual and Quarterly Financial Statements. The Company will ----------------------------------------- deliver to each Investor: (i) within ninety (90) days after the end of each fiscal year a copy of the consolidated balance sheet of the Company and the Consolidated Entities as of the end of such year, together with consolidated and consolidating statements of income and of cash flows of the Company and the Consolidated Entities for such year, all in reasonable detail, prepared in accordance with generally accepted accounting principles, consistently applied, and certified in an audit report by independent public accountants of national standing selected by the Board of Directors of the Company, and (ii) copies of all financial statements and reports which the Company and each Consolidated Entity shall send to its stockholders or file with the Securities and Exchange Commission or any stock exchange on which any securities of the Company or any Consolidated Entity may be listed. The Company shall also deliver to each InvestorInvestor who holds Shares having an aggregate liquidation preference of at least $1,000,000 or Conversion Shares issued thereunder (each a "Principal Holder"), within forty-five (45) days after the end of each of the ---------------- first three quarters of each fiscal year, a copy of the consolidated balance sheet of the Company and each Consolidated Entity as of the end of such quarter and consolidated statements of income and of cash flows of the Company and each Consolidated Entity for the fiscal quarter and for the portion of the fiscal year ending on the last day of such quarter, each of the foregoing balance sheets and statements to set forth in comparative form the corresponding figures for the same period of the prior fiscal year, and actual versus budgeted amounts, to be in reasonable detail detail; provided, -------- however, such -------- ------- financials are subject to year-end adjustments and may not ------- contain all footnotes required under generally accepted accounting principles and to be certified, subject to normal year-end audit adjustments, by the principal financial officer of the Company that they are true and accurate in all material respects as of their dates.