Common use of Annual Audited Financials Clause in Contracts

Annual Audited Financials. To Agent and Lenders, within ninety (90) days after the end of each Fiscal Year, copies of the Ultimate Parent's 10-K. Such Financial Statements shall be accompanied by (i) a statement prepared in reasonable detail by Ultimate Parent's Chief Financial Officer showing the calculations used in determining compliance with each of the financial covenants set forth on Schedule I, (ii) a report from such accounting firm to the effect that, in connection with their audit examination, nothing has come to their attention to cause them to believe that a Default or Event of Default has occurred (or specifying those Defaults and Events of Default that they became aware of), it being understood that such audit examination extended only to accounting matters and that no special investigation was made with respect to the existence of Defaults or Events of Default, (iii) a letter addressed to Agent, on behalf of itself and Lenders, in form and substance reasonably satisfactory to Agent and subject to standard qualifications taken by nationally recognized accounting firms, signed by such accounting firm acknowledging that Agent and Lenders are entitled to rely upon such accounting firm's certification of such audited Financial Statements, and (iv) the annual letters to such accountants in connection with their audit examination detailing contingent liabilities and material litigation matters;

Annual Audited Financials. To Agent and Lenders, within ninety ------------------------- (90) days after the end of each Fiscal Year, copies of the Ultimate Parent's 10-10- K. Such Financial Statements shall be accompanied by (i) a statement prepared in reasonable detail by Ultimate Parent's Chief Financial Officer showing the calculations used in determining compliance with each of the financial covenants set forth on Schedule I, (ii) a report from such accounting firm to the effect ---------- that, in connection with their audit examination, nothing has come to their attention to cause them to believe that a Default or Event of Default has occurred (or specifying those Defaults and Events of Default that they became aware of), it being understood that such audit examination extended only to accounting matters and that no special investigation was made with respect to the existence of Defaults or Events of Default, (iii) a letter addressed to Agent, on behalf of itself and Lenders, in form and substance reasonably satisfactory to Agent and subject to standard qualifications taken by nationally recognized accounting firms, signed by such accounting firm acknowledging that Agent and Lenders are entitled to rely upon such accounting firm's certification of such audited Financial Statements, and (iv) the annual letters to such accountants in connection with their audit examination detailing contingent liabilities and material litigation matters;

Annual Audited Financials. To Agent and Lenders, within ninety (90) days after the end of each Fiscal Year, copies of the Ultimate Parent's 10-K. Such Financial Statements shall be accompanied by (i) a statement prepared in reasonable detail by Ultimate Parent's Chief Financial Officer showing the calculations used in determining compliance with each of the financial covenants set forth on Schedule SCHEDULE I, (ii) a report from such accounting firm to the effect that, in connection with their audit examination, nothing has come to their attention to cause them to believe that a Default or Event of Default has occurred (or specifying those Defaults and Events of Default that they became aware of), it being understood that such audit examination extended only to accounting matters and that no special investigation was made with respect to the existence of Defaults or Events of Default, (iii) a letter addressed to Agent, on behalf of itself and Lenders, in form and substance reasonably satisfactory to Agent and subject to standard qualifications taken by nationally recognized accounting firms, signed by such accounting firm acknowledging that Agent and Lenders are entitled to rely upon such accounting firm's certification of such audited Financial Statements, and (iv) the annual letters to such accountants in connection with their audit examination detailing contingent liabilities and material litigation matters;

Annual Audited Financials. To Agent and Lenders, within ninety (90) days after the end of each Fiscal Year, copies of the Ultimate Parent's ’s 10-K. Such Financial Statements shall be accompanied by (i) a statement prepared in reasonable detail by Ultimate Parent's ’s Chief Financial Officer showing the calculations used in determining compliance with each of the financial covenants set forth on Schedule I, (ii) upon Agent’s request, a report from such accounting firm to the effect that, in connection with their audit examination, nothing has come to their attention to cause them to believe that a Default or Event of Default has occurred (or specifying those Defaults and Events of Default that they became aware of), it being understood that such audit examination extended only to accounting matters and that no special investigation was made with respect to the existence of Defaults or Events of Default, (iii) a letter addressed to Agent, on behalf of itself and Lenders, in form and substance reasonably satisfactory to Agent and subject to standard qualifications taken by nationally recognized accounting firms, signed by such accounting firm acknowledging that Agent and Lenders are entitled to rely upon such accounting firm's ’s certification of such audited Financial Statements, and (iv) the annual letters to such accountants in connection with their audit examination detailing contingent liabilities and material litigation matters;”