Common use of Basic Financial Information Clause in Contracts

Basic Financial Information. Provided that twenty percent (20%) of the Preferred Stock originally issued by the Company (subject to appropriate adjustment for stock splits, stock dividends, combinations, and other recapitalizations) or the equivalent in Registrable Securities remain outstanding, the Company shall deliver to each Investor who holds at least twenty percent (20%) of the Shares originally purchased by such Investor (the “Requisite Share Amount”) the following financial information: (a) as soon as practicable, but in any event within 150 days after the end of each fiscal year of the Company, which such time period may be waived by the Holders holding at least a majority of the Registrable Securities (excluding any of such shares that have been sold to the public or pursuant to Rule 144), an income statement for such fiscal year, a balance sheet of the Company and statement of stockholder’s equity as of the end of such year, and a statement of cash flows for such year, such year-end financial reports to be in reasonable detail, prepared in accordance with generally accepted accounting principles (“GAAP”), and audited and certified by an independent public accounting firm of nationally recognized standing selected by the Company; (b) as soon as practicable, but in any event within 45 days after the end of each of the first three quarters of each fiscal year of the Company, an unaudited profit or loss statement, a statement of cash flows for such fiscal quarter and an unaudited balance sheet as of the end of such fiscal quarter prepared in accordance with GAAP consistently applied with prior practice for earlier periods (with the exception of footnotes that may be required by GAAP) and fairly present the financial condition of the Company and its results of operation for the period specified, subject to year-end audit adjustment; (c) as soon as practicable, but in any event within thirty (30) days of the end of each month, an unaudited income statement and statement of cash flows for such month, and an unaudited balance sheet and statement of stockholders’ equity as of the end of such month, all prepared in accordance with GAAP and fairly present the financial condition of the Company and its results of operation for the period specified, subject to year-end audit adjustment and (d) as soon as practicable, but in any event within 30 days prior to the commencement of each new fiscal year of the Company, an annual budget and operating plan for such fiscal year.

Basic Financial Information. Provided that twenty percent (20%) Unless otherwise waived by the Board of the Preferred Stock originally issued by Directors of the Company (including one of the Series A Directors, the Series B Director, the Series C Director, the Series E Director, the Series F,Director and, if then designated, the Series G Director), the Company will furnish the following reports to each Holder who owns at least 12,000,000 shares of Preferred Stock, Conversion Stock, and/or Warrant Shares (as presently constituted and subject to appropriate adjustment subsequent adjustments for stock splits, stock dividends, combinationsreverse stock splits, and other recapitalizationsthe like) or the equivalent in Registrable Securities remain outstanding(each, the Company shall deliver to each Investor who holds at least twenty percent (20%) of the Shares originally purchased by such Investor (the “Requisite Share Amount”) the following financial information:a "Major Investor"): (ai) as As soon as practicable, but in any event within 150 days ninety (90) days, after the end of each fiscal year of the Company, which such time period may be waived by the Holders holding at least a majority of the Registrable Securities (excluding any of such shares that have been sold to the public or pursuant to Rule 144), an income statement for such fiscal year, a balance sheet and statement of stockholders' equity of the Company and statement of stockholder’s equity as of the end of such fiscal year, and a statement statements of income and cash flows of the Company for such fiscal year, such year-end financial reports statements to be in reasonable detail, prepared in accordance with U.S. generally accepted accounting principles (“"GAAP”"), and audited and certified by an independent public accounting firm accountants of nationally recognized standing selected by the Board of Directors of the Company;. (bii) as As soon as practicablepracticable after the end of the first, but second and third quarterly accounting periods in each fiscal year of the Company, and in any event within 45 forty-five (45) days after the end of each of the first three quarters of first, second, and third quarterly accounting periods in each fiscal year of the Company, an unaudited profit or loss statementbalance sheet of the Company as of the end of each such quarterly period, a statement and unaudited statements of income and cash flows of the Company for such fiscal quarter and period, prepared in accordance with GAAP, subject to changes resulting from normal year-end audit adjustments. (iii) Within thirty (30) days after the end of each month, an unaudited balance sheet of the Company for and as of the end of such month, and unaudited statements of income and cash flows of the Company for such period, in reasonable detail. (iv) As soon as practicable, but in any event at least thirty (30) days prior to the end of each fiscal quarter year of the Company, a budget and business plan for the next fiscal year of the Company, prepared on a monthly basis. (v) With respect to the financial statements called for in subsections (ii) and (iii) of this Section 3.1(a), an instrument executed by the Chief Executive Officer, President or Chief Financial Officer or of the Company certifying that such financial statements were prepared in accordance with GAAP consistently applied with prior practice for earlier periods (with the exception of footnotes that may be required by GAAP) and fairly present the financial condition of the Company and its results of operation for the period specified, subject to year-end audit adjustment;adjustments. (cvi) as soon as practicableSubject to Section 3.3, but in any event within thirty (30) days of the end of each month, an unaudited income statement and statement of cash flows for such month, and an unaudited balance sheet and statement of stockholders’ equity as of the end of such month, all prepared in accordance with GAAP and fairly present other information relating to the financial condition of the Company and its results of operation for the period specified, subject as such Major Investor may from time to year-end audit adjustment and (d) as soon as practicable, but in any event within 30 days prior to the commencement of each new fiscal year of the Company, an annual budget and operating plan for such fiscal yeartime reasonably request.

Basic Financial Information. Provided that twenty percent (20%) of The Company will furnish the Preferred Stock originally issued by the Company (subject to appropriate adjustment for stock splits, stock dividends, combinations, and other recapitalizations) or the equivalent in Registrable Securities remain outstanding, the Company shall deliver following reports to each Investor who holds at least twenty percent (20%) of the Shares originally purchased by such Investor (the “Requisite Share Amount”) the following financial informationMajor Investor: (ai) as soon as practicable, but in any event within 150 one hundred fifty (150) days after the end of each fiscal year of the Company, which such time period may be waived by the Holders holding at least Company (i) a majority balance sheet as of the Registrable Securities (excluding any end of such shares that have been sold to the public or pursuant to Rule 144)fiscal year, an (ii) statements of income statement and of cash flows for such fiscal year, and (iii) a balance sheet of the Company and statement of stockholder’s stockholders’ equity as of the end of such fiscal year, and a statement of cash flows for all such year, such year-end financial reports to be in reasonable detail, prepared in accordance with generally accepted accounting principles (“GAAP”), and statements audited and certified by an independent public accounting firm accountants of nationally regionally recognized standing selected by the Company; (bii) as soon as practicable, but in any event within 45 forty five (45) days after the end of each of the first three (3) quarters of each fiscal year of the Company, an unaudited profit or loss statement, a statement statements of income and cash flows for such fiscal quarter and an unaudited balance sheet as of the end of such fiscal quarter prepared in accordance with GAAP consistently applied with prior practice for earlier periods (with the exception of footnotes that may be required by GAAP) and fairly present the financial condition of the Company and its results of operation for the period specified, subject to year-end audit adjustment; (c) as soon as practicable, but in any event within thirty (30) days of the end of each month, an unaudited income statement and statement of cash flows for such monthquarter, and an unaudited balance sheet and a statement of stockholders’ equity as of the end of such monthfiscal quarter, all prepared in accordance with GAAP (except that such financial statements may (i) be subject to normal year-end audit adjustments; and fairly present (ii) not contain all notes thereto that may be required in accordance with GAAP); (iii) such other information relating to the financial condition condition, business, prospects, or corporate affairs of the Company as any Major Investor may from time to time reasonably request; provided, however, that the Company shall not be obligated under this Section 3.1(a) to provide information (i) that the Company reasonably determines in good faith to be a trade secret or confidential information (unless covered by an enforceable confidentiality agreement, in a form acceptable to the Company); (ii) the disclosure of which would adversely affect the attorney-client privilege between the Company and its counsel; or (iii) to any Major Investor that is engaged in a business competing with the Company, if in the reasonable judgment of the Company, such information is of competitive value, provided that this sentence shall not apply in respect of a Major Investor that is a venture capital fund solely to the extent that such Major Investor has an investment in a portfolio company which may be deemed to be, a competitor of the Company. If, for any period, the Company has any subsidiary whose accounts are consolidated with those of the Company, then in respect of such period the financial statements delivered pursuant to the foregoing sections shall be the consolidated and consolidating financial statements of the Company and its results of operation for all such consolidated subsidiaries. Notwithstanding anything else in this Section 3.1(a) to the contrary, the Company may cease providing the information set forth in this Section 3.1(a) during the period specified, subject to yearstarting with the date thirty (30) days before the Company’s good-end audit adjustment and (d) as soon as practicable, but in any event within 30 days prior to the commencement of each new fiscal year faith estimate of the date of submission of a registration statement if it reasonably concludes it must do so to comply with the Commission rules applicable to such registration statement and related offering; provided that the Company, an annual budget and operating plan for ’s covenants under this Section 3.1(a) shall be reinstated at such fiscal yeartime as the Company is no longer actively employing its commercially reasonable efforts to cause such registration statement to become effective.

Basic Financial Information. Provided that twenty percent (20%From and after the date of this Agreement and for so long as the Company is not subject to the reporting requirements of Section 13 or 15(d) of the Preferred Stock originally issued Securities Exchange Act of 1934, as amended, or otherwise reports on an annual and a quarterly basis on forms provided for such annual and quarterly reporting pursuant to the rules and regulations promulgated by the Company SEC (subject to appropriate adjustment for stock splitsin either case, stock dividends, combinations, and other recapitalizations) or the equivalent in Registrable Securities remain outstandinga "REPORTING COMPANY"), the Company shall deliver furnish to each the Investor, so long as the Investor who holds and its Affiliates hold in the aggregate at least twenty percent (20%) 7.5% of the aggregate shares of Senior Preferred Stock outstanding, or shares of Common Stock issued directly or indirectly upon conversion thereof, or if lesser, at least 75% of the Shares originally purchased by Investor hereunder (such Investor (the “Requisite Share Amount”) the following financial information:Investor, a "QUALIFYING HOLDER"): (ai) as soon as practicable, but in any event within 150 days practicable after the end of each fiscal year of the Company (and in any event within ninety (90) days thereafter), a complete copy of an audit report of the Company which shall include at least the consolidated balance sheet of the Company, which such time period may be waived by as at the Holders holding at least a majority end of the Registrable Securities (excluding any of such shares that have been sold to the public or pursuant to Rule 144), an income statement for such fiscal year, a balance sheet and consolidated statements of income, cash flow and changes in stockholders' equity of the Company and statement of stockholder’s equity as of the end of such year, and a statement of cash flows for such year, such year-end financial reports to be in reasonable detail, all prepared in accordance with generally accepted accounting principles (“GAAP”)consistently applied, and audited and certified by an the Company's independent public accounting firm of nationally recognized standing selected by the Company;firm; and (bii) for each of the Company and KaStarCom, as soon as practicablepracticable after the end of the first, but second, and third quarterly accounting periods in its respective fiscal year (and in any event within 45 thirty-five (35) days after thereafter), a consolidated balance sheet as at the end of each such quarterly period, and consolidated statements of income and cash flow, for such period and for the first three quarters of each current fiscal year of the Company, an unaudited profit or loss statement, a statement of cash flows for such fiscal quarter and an unaudited balance sheet as of the end of such fiscal quarter prepared in accordance with GAAP consistently applied with prior practice for earlier periods (with the exception of footnotes that may be required by GAAP) and fairly present the financial condition of the Company and its results of operation for the period specified, subject to year-end audit adjustment; (c) as soon as practicable, but in any event within thirty (30) days of the end of each month, an unaudited income statement and statement of cash flows for such month, and an unaudited balance sheet and statement of stockholders’ equity as of the end of such monthdate, all prepared in accordance with GAAP and fairly present the generally accepted accounting principles consistently applied, certified by its respective chief financial condition of the Company and its results of operation for the period specified, subject to year-end audit adjustment and (d) as soon as practicable, but in any event within 30 days prior to the commencement of each new fiscal year of the Company, an annual budget and operating plan for such fiscal yearofficer.

Basic Financial Information. Provided that twenty percent (20%) any of the Preferred Stock originally issued by the Company (subject to appropriate adjustment for stock splits, stock dividends, combinations, and other recapitalizations) or the equivalent in Registrable Securities remain outstanding, the Company shall deliver to each Major Investor who holds at least twenty percent (20%) of the Shares originally purchased by such Investor (the “Requisite Share Amount”) the following financial information: (a) as soon as practicable, but in any event within 150 ninety (90) days after the end of each fiscal year of the Company, which such time period may be waived by the Holders holding at least a majority of the Registrable Securities (excluding any of such shares that have been sold to the public or pursuant to Rule 144), an income statement for such fiscal year, a balance sheet of the Company and statement of stockholder’s equity as of the end of such year, and a statement of cash flows for such year, plus, where applicable, comparisons to the annual budget and operating plan approved by the Board of Directors; such year-end financial reports to be in reasonable detail, prepared in accordance with generally accepted accounting principles in the United States (“GAAP”), and audited and certified by an independent public accounting firm of nationally recognized standing selected by the CompanyBoard of Directors; (b) as soon as practicable, but in any event within 45 thirty (30) days after the end of each of the first three quarters of each fiscal year of the Company, an unaudited profit or loss income statement, a statement of cash flows for such fiscal quarter and an unaudited balance sheet as of the end of such fiscal quarter quarter, plus, where applicable, quarterly comparisons to the annual budget and operating plan approved by the Board of Directors; such unaudited financial statements to be prepared in accordance with GAAP consistently applied with prior practice for earlier periods (with the exception of footnotes that may be required by GAAP) and that fairly present the financial condition of the Company and its results of operation for the period specified, subject to year-end audit adjustment; (c) as soon as practicable, but in any event within thirty (30) days of the end of each month, an unaudited income statement and statement of cash flows for such month, and an unaudited balance sheet and statement of stockholders’ equity as of the end of such month, all plus, where applicable, monthly comparisons to the annual budget and operating plan approved by the Board of Directors; such unaudited financial statements to be prepared in accordance with GAAP and that fairly present the financial condition of the Company and its results of operation for the period specified, subject to year-end audit adjustment andadjustment; (d) as soon as practicable, but in any event within 30 days the thirty (30) day period prior to the commencement of each new fiscal year of the Company, an annual budget and operating plan for such fiscal yearyear as approved by the Board of Directors; (e) as soon as practicable, but in any event within thirty (30) days of the end of each fiscal quarter, an updated capitalization table, certified by the Treasurer of the Company; and (f) such other information relating to the financial condition, business, prospects, or corporate affairs of the Company as any Major Investor may from time to time reasonably request; provided, however, that the Company shall not be obligated under this Section 3.1 to provide information (i) that the Company reasonably determines in good faith to be a trade secret or confidential information (unless covered by an enforceable confidentiality agreement, in a form acceptable to the Company); or (ii) the disclosure of which would adversely affect the attorney-client privilege between the Company and its counsel. If, for any period, the Company has any subsidiary whose accounts are consolidated with those of the Company, then in respect of such period the financial statements delivered pursuant to the foregoing sections shall be the consolidated and consolidating financial statements of the Company and all such consolidated subsidiaries.

Basic Financial Information. Provided that twenty percent (20%) of the Preferred Stock originally issued by the Company (subject to appropriate adjustment for stock splits, stock dividends, combinations, and other recapitalizations) or the equivalent in Registrable Securities remain outstanding, the The Company shall deliver furnish the following reports to each Investor who who, together with its affiliates, holds at least twenty percent 4,500,000 shares of Series B-1 Preferred Stock, Series B-2 Preferred Stock, Series B-3 Preferred Stock and/or Series BB-3 Preferred Stock (20%) of the Shares originally purchased by such Investor (the “Requisite Share AmountMajor Investor”) the following financial information:): (a) as As soon as practicable, but in any event within 150 days practicable after the end of each fiscal year of the Company, which such time period may be waived by and in any event within 120 days after the Holders holding at least a majority end of the Registrable Securities (excluding any of such shares that have been sold to the public or pursuant to Rule 144), an income statement for such each fiscal year, a consolidated balance sheet of the Company and statement of stockholder’s equity its subsidiaries, if any, as of the end of such fiscal year, and a statement consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such year, such year-end financial reports to be in reasonable detail, prepared in accordance with generally accepted accounting principles consistently applied (“GAAP”)) and setting forth in each case in comparative form the figures for the previous fiscal year, and audited all in reasonable detail and certified by an independent public accounting firm accountants of nationally recognized national or regional standing selected by the Company;. (b) as As soon as practicablepracticable after the end of the first, but second, and third quarterly accounting periods in each fiscal year of the Company, and in any event within 45 days after the end of each such quarterly period, a consolidated balance sheet of the first three quarters Company and its subsidiaries, if any, as of the end of each such quarterly period and consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such period and for the current fiscal year to date, prepared in accordance with GAAP, as consistently applied, and setting forth in comparative form the figures for the corresponding periods of the previous fiscal year, all in reasonable detail and certified by the principal financial or accounting officer of the Company, subject to changes resulting from normal year-end audit adjustments, except that such financial statements need not contain the notes required by GAAP, as consistently applied, or a line item for stock-based compensation expense. (c) As soon as practicable after the end of each monthly accounting period in each fiscal year of the Company, an unaudited profit or loss statement, a statement of cash flows for such fiscal quarter and an unaudited balance sheet as of the end of such fiscal quarter prepared in accordance with GAAP consistently applied with prior practice for earlier periods (with the exception of footnotes that may be required by GAAP) and fairly present the financial condition of the Company and its results of operation except for the period specifiedmonths of March, subject to year-end audit adjustment; (c) as soon as practicableJune, but in any event within thirty (30) days of the end of each month, an unaudited income statement September and statement of cash flows for such monthDecember, and an unaudited balance sheet and statement of stockholders’ equity as of the end of such month, all prepared in accordance with GAAP and fairly present the financial condition of the Company and its results of operation for the period specified, subject to year-end audit adjustment and (d) as soon as practicable, but in any event within 30 days prior after the end of each such monthly period, other than March, June, September and December, a consolidated balance sheet of the Company and its subsidiaries, if any, as of the end of each such quarterly period and consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such period and for the current fiscal year to date, prepared in accordance with GAAP, as consistently applied, and setting forth in comparative form the commencement figures for the corresponding periods of the previous fiscal year, all in reasonable detail and certified by the principal financial or accounting officer of the Company, subject to changes resulting from normal year-end audit adjustments, except that such financial statements need not contain the notes required by GAAP, as consistently applied. (d) As soon as available, but in any event not later than 30 days after the beginning of each new fiscal year of the Companyyear, an annual operating budget and operating plan for such fiscal yearyear approved by the Board. (e) With reasonable promptness, such other notices, information, and data with respect to the Company and its subsidiaries, if any, as the Company delivers to the holders of its Common Stock and such other financial and accounting information and data as a Major Investor may from time to time reasonably request.

Basic Financial Information. Provided that twenty percent (20%a) Upon request, the Company will furnish the following reports to a Holder so long as such Holder owns at least 300,000 shares of the Series A Preferred Stock, or such number of shares of Common Stock originally issued by upon conversion of 300,000 or more shares of the Company Series A Preferred Stock, or any combination thereof (as presently constituted and subject to appropriate subsequent adjustment for stock splits, stock dividends, combinationsreverse stock splits, recapitalizations and other recapitalizationsthe like): (i) or the equivalent in Registrable Securities remain outstanding, the Company shall deliver to each Investor who holds at least twenty percent (20%) of the Shares originally purchased by such Investor (the “Requisite Share Amount”) the following monthly financial information: (a) statements as soon as practicable, but in any event within 150 days practicable at the end of each month and (ii) a summary of the financial plan of the Company for each fiscal year as soon as practicable after the end of each fiscal year; provided, however, that -------- ------- the obligation of the Company to furnish such monthly financial statements and annual financial plan shall terminate upon a firmly underwritten public offering of the Common Stock of the Company. (b) Upon request, the Company will furnish, as soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal year of the Company, which such time period may be waived by the Holders holding to a Holder if it holds at least a majority 150,000 of the Registrable Securities outstanding shares of Series A Preferred Stock, or shares of common stock issued upon conversion thereof, or any combination thereof (excluding any of such shares that have been sold as presently constituted and subject to subsequent adjustment for stock splits, stock dividends, reverse stock splits, recapitalizations and the public or pursuant to Rule 144like), an income statement annual and quarterly financial statements for such fiscal year, period (including a balance sheet of the Company and statement of stockholder’s equity as of the end of such year, period and a statement statements of income and cash flows of the Company for such year, such year-end financial reports to be in reasonable detailperiod), prepared in accordance with generally accepted accounting principles (“GAAP”)consistently applied, subject to changes resulting from normal year- end audit adjustments, and audited and except that such financial statements need not contain the notes required by generally accepted accounting principles. Annual financial statements of the Company provided to a Holder under this paragraph shall be certified by an independent public accounting firm accountants of nationally recognized national standing selected by the Company; (b) as soon as practicable, but in any event within 45 days after the end of each of the first three quarters of each fiscal year of the Company, an unaudited profit or loss statement, a statement of cash flows for such fiscal quarter and an unaudited balance sheet as of the end of such fiscal quarter prepared in accordance with GAAP consistently applied with prior practice for earlier periods (with the exception of footnotes that may be required by GAAP) and fairly present the financial condition of the Company and its results of operation for the period specified, subject to year-end audit adjustment; (c) as soon as practicable, but in any event within thirty (30) days of the end of each month, an unaudited income statement and statement of cash flows for such month, and an unaudited balance sheet and statement of stockholders’ equity as of the end of such month, all prepared in accordance with GAAP and fairly present the financial condition of the Company and its results of operation for the period specified, subject to year-end audit adjustment and (d) as soon as practicable, but in any event within 30 days prior to the commencement of each new fiscal year of the Company, an annual budget and operating plan for such fiscal year.

Basic Financial Information. Provided that twenty percent The Company will furnish the following reports to (20%i) each Holder of the Series D Preferred Stock who owns at least 3,000,000 Shares and/or Conversion Stock originally issued acquired by the Company such Holder (as presently constituted and subject to appropriate adjustment subsequent adjustments for stock splits, stock dividends, combinationsreverse stock splits, and other recapitalizationsthe like), (ii) or the equivalent in Registrable Securities remain outstandingeach of ff Green Private Equity Fund, the Company shall deliver to each Investor LLC, O▇▇▇▇▇ ▇▇▇▇▇▇▇, K▇▇ ▇▇▇▇▇ and P▇▇▇ ▇▇▇▇▇▇▇ who holds any shares of Series D Preferred Stock, and (iii) each Holder of Series E Preferred Stock who owns at least twenty percent (20%) of the 2,000,000 Shares and/or Conversion Stock originally purchased acquired by such Investor Holder (as presently constituted and subject to subsequent adjustments for stock splits, stock dividends, reverse stock splits, and the like) (each such holder a “Requisite Share AmountSignificant Holder”) the following financial information:): (ai) as As soon as practicable, but in any event within 150 days practicable after the end of each fiscal year of the Company, which such time period may be waived by the Holders holding and in any event at least a majority ninety (90) days prior to the beginning of the Registrable Securities (excluding any next fiscal year of such shares that have been sold to the public or pursuant to Rule 144), an income statement for such fiscal yearCompany, a consolidated balance sheet of the Company and statement of stockholder’s equity its subsidiaries, if any, as of at the end of such fiscal year, and a statement consolidated statements of income and cash flows of the Company and its subsidiaries, if any, for such year, such year-end financial reports to be in reasonable detail, prepared in accordance with U.S. generally accepted accounting principles (“GAAP”)consistently applied, and audited and certified by an independent public accounting firm accountants of nationally recognized national standing (the “Auditors”) selected by the Company and acceptable to the Company;’s Board of Directors. The Auditors will also provide a management letter in connection therewith. (bii) as soon as practicable, but in any event within 45 days after Prior to the end of each of the first three quarters start of each fiscal year of the Company, an unaudited profit or loss statement, a statement annual budget of cash flows the Company for such year. (iii) As soon as practicable after the end of the first, second and third quarterly accounting periods in each fiscal quarter year of the Company, and in any event within forty-five (45) days after the end of the first, second, and third quarterly accounting periods in each fiscal year of the Company, an unaudited consolidated balance sheet of the Company and its subsidiaries, if any, as of the end of each such fiscal quarter prepared in accordance with GAAP consistently applied with prior practice for earlier periods (with the exception quarterly period, and unaudited consolidated statements of footnotes that may be required by GAAP) income and fairly present the financial condition cash flows of the Company and its results of operation subsidiaries, if any, for the period specifiedsuch period, prepared in accordance with U.S. generally accepted accounting principles consistently applied, subject to changes resulting from normal year-end audit adjustment;adjustments, together with a comparison to the Company’s budget. (civ) as soon as practicable, but in any event within thirty (30) Within 30 days of the end of each month, an unaudited income statement and a statement of cash flows for such month, and an unaudited balance sheet for and statement of stockholders’ equity as of the end of such month, all prepared in accordance together with GAAP and fairly present the financial condition of the Company and its results of operation for the period specified, subject to year-end audit adjustment and (d) as soon as practicable, but in any event within 30 days prior a comparison to the commencement of each new fiscal year of the Company, an annual budget and operating plan for such fiscal year’s budget.

Basic Financial Information. Provided that twenty percent (20%) The Company will furnish the following reports to each Significant Holder existing as of the Preferred Stock originally issued by the Company (subject to appropriate adjustment for stock splits, stock dividends, combinations, Effective Date and other recapitalizations) or the equivalent in Registrable Securities remain outstanding, the Company shall deliver to each Investor who holds at least twenty percent (20%) as of the Shares originally purchased by such Investor last Closing (as defined in the “Requisite Share Amount”Series C Agreement) pursuant to the following financial informationSeries C Agreement: (a) as soon as practicable, but in any event practicable within 150 180 days after the end of each fiscal year of the Company, which such time period may be waived by the Holders holding at least a majority of the Registrable Securities (excluding any of such shares that have been sold to the public or pursuant to Rule 144), an income statement for such Company fiscal year, a consolidated balance sheet of the Company and statement of stockholderthe Company’s equity subsidiaries, if any, as of at the end of such fiscal year, and a statement consolidated statements of income and cash flows of the Company and the Company’s subsidiaries, if any, for such year, such year-end financial reports to be in reasonable detail, prepared in accordance with generally accepted accounting principles (“GAAP”)consistently applied, and audited and certified by an independent public accounting firm accountants of nationally recognized national standing selected by the Company; (b) as soon as practicablepracticable within 60 days after the end of the first, but second, and third quarterly accounting periods in any event each fiscal year of the Company, a consolidated balance sheet of the Company and the Company’s subsidiaries, if any, as of the end of each such quarterly period, and consolidated statements of income and cash flows of the Company and the Company’s subsidiaries, if any, for such period, prepared in accordance with generally accepted accounting principles consistently applied (except as noted in such financial statements), except that the Company is not required to attach notes to such financial statements and except that year-end audit adjustments may not have been made; (c) as soon as practicable within 45 days after the end of each of the first three quarters of each fiscal year of the Companymonth, an unaudited profit or loss statementmonthly internal financial reports, a statement of cash flows for such fiscal quarter and an unaudited balance sheet as of the end of such fiscal quarter prepared in accordance with GAAP generally accepted accounting principles consistently applied with prior practice for earlier periods (with the exception of footnotes except as noted in such financial statements), except that may be required by GAAP) and fairly present the financial condition of the Company is not required to attach notes to such financial statements and its results of operation for the period specified, subject to except that year-end audit adjustment; (c) as soon as practicable, but in any event within thirty (30) days of the end of each month, an unaudited income statement and statement of cash flows for such month, and an unaudited balance sheet and statement of stockholders’ equity as of the end of such month, all prepared in accordance with GAAP and fairly present the financial condition of the Company and its results of operation for the period specified, subject to year-end audit adjustment adjustments may not have been made; and (d) as soon as practicable, but in any event within 30 days prior to before the commencement beginning of each new fiscal year of the Companyyear, an a projected annual budget and operating plan for such fiscal year.