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

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30, 2015, reported on by independent public accountants reasonably acceptable to the Administrative Agent. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152016, reported on by BDO USA, LLP independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present statement presents fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Consolidated Restricted Subsidiaries as of such dates and for such periods in accordance with GAAPperiods.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152018, reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements Financial Statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders members’ equity and cash flows as of and for the fiscal year ended September 30December 31, 20152012, reported on by Ernst & Young, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such The financial statements described above present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Consolidated Restricted Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 2015, 2009 reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements Financials present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders stockholders’ equity and cash flows as of and for the fiscal year ended September 30December 31, 20152008, reported on by PricewaterhouseCoopers, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of incomeoperations, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 2015, 2019 reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of the end of such dates fiscal year and their results of operations for such periods fiscal year on a consolidated basis in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 2015, 2010 reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 2015, reported on by PriceWaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders shareholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152004, reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year and fiscal quarter ended September 30March 31, 2015, 2017 reported on by independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30May 31, 2015, 2013 reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152017, reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 2015, 2017 reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements Financials present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (aiv) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152013, reported on by Ernst & Young LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAPGAAP or IFRS, as applicable.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders Bank its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year Fiscal Year ended September 30January 29, 20152000, reported on by PriceWaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 29, 20152009, reported on by Pricewaterhouse Coopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year Fiscal Year ended September 30January 27, 20152001, reported on by PriceWaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its Lender, Borrower’s consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year Fiscal Years ended September 30March 31, 20152010 and March 31, 2011, reported on by an independent public accountants reasonably acceptable to the Administrative Agentaccounting firm. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders stockholders’ equity and cash flows as of and for the fiscal year ended September 30December 31, 20152017, reported on by Xxxxx & Young LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet sheets and consolidated statements of income, stockholders stockholders’ equity and cash flows as of and for the fiscal year years ended September 30December 31, 20152005, 2004 and 2003, reported on by independent public accountants reasonably acceptable to the Administrative AgentPricewaterhouseCoopers LLP. Such financial statements present fairly, in all material respects, the financial position and position, results of operations and cash flows of the Borrower and its consolidated Subsidiaries subsidiaries as of such dates and for such periods in accordance with GAAPGAAP consistently applied.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152016, reported on by PriceWaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders stockholders' equity and cash flows as of and for the fiscal year ended September 30December 31, 20151999, reported on by Arthxx Xxxexxxx XXX, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries Subsidiaries, as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152013, reported on by Xxxx & Associates LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders stockholders’ equity and cash flows as of and for the fiscal year ended September 30December 31, 20152019, reported on by Ernst & Young LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.. 37 US 6975526 WEL554/58028

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows (i) as of and for the fiscal year ended September 30December 31, 20152010, reported on by Ernst & Young LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152018, reported on by PriceWaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders Bank its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year Fiscal Quarter and the portion of the Fiscal Year ended September June 30, 20152012, reported on certified by independent public accountants reasonably acceptable to the Administrative Agentits chief financial officer. Such financial statements present fairly, in all material respects, the consolidated financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its audited consolidated balance sheet and statements statement of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152013, all reported on by a firm of independent public accountants reasonably acceptable to the Administrative Agent. Such audited financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its audited consolidated balance sheet and statements statement of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152014, all reported on by a firm of independent public accountants reasonably acceptable to the Administrative AgentMajority Lenders. Such audited financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (ad) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30January 31, 2015, 2015 reported on by Ernst & Young LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 2015, 2015 reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements Financials present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year years ended September June 30, 20152010 and June 30, 2011, reported on by Ernst & Young, LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders Lender its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30May 31, 20152016, reported on by BDO USA, LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20151997, reported on by Arthxx Xxxexxxx XXX, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its audited consolidated balance sheet and statements statement of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152012, all reported on by a firm of independent public accountants reasonably acceptable to the Administrative Agent. Such audited financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows (i) as of and for the fiscal year ended September 30December 31, 20152000, reported on by Ernst & Young, independent public accountants reasonably acceptable to accountants, and (ii) as of and for the Administrative Agentfiscal quarter and the portion of the fiscal year ended March 31, 2001, certified by its chief financial officer. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.of

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity retained earnings and cash flows as of and for the fiscal year ended September 30December 31, 20152013, reported on audited by Ernst & Young, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30, 2015, 2012 reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30, 2015, 2018 reported on by Ernst & Young LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152011, reported on by Cherry, Bekaert & Holland, L.L.P., independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates date and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30May 31, 2015, 2016 reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows (i) as of and for the fiscal year ended September 30December 31, 20152012, reported on by Ernst & Young LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year years ended September June 30, 20152006 and June 30, 2007, reported on by Ernst & Young, LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 2015, 2012 reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements Financials present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year and fiscal quarter ended September 30March 31, 2015, 2017 reported on by independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September November 30, 20152021, reported on by Deloitte & Touche LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152011, reported on by PricewaterhouseCoopers, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements Financial Statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates date and for such periods period in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30, 20152019, reported on by PricewaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year Fiscal Year ended September 30January 29, 20152000, reported on by PriceWaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30January 2, 20152007, reported on by Pricewaterhouse Coopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows as of and for the fiscal year ended September 30December 31, 20152010, reported on by PriceWaterhouseCoopers LLP, independent public accountants reasonably acceptable to the Administrative Agentaccountants. Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of the Borrower and its consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP.