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 Administrative Agent and the Arranger the consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30, 2003, 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, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statements.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year Fiscal Year ended 2002January 2, 1999, reported on by PricewaterhouseCoopers LLP, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year Fiscal Year ended September 3011, 20031999, certified by its chief financial officerFinancial Officer. Such financial statements present fairly, in all material respects, the financial position condition 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 and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002September 30, 1998, reported on by KPMG Peat Marwick LLP, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30March 31, 20031999, 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its audited or unaudited, as applicable, consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2007, reported on by Xxxxxx & Xxxxxx PC, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30March 31, 20032008, certified by its chief financial officera 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, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statements.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (iA) as of and for the fiscal year Fiscal Year ended 2002December 31, 2008, reported on by PricewaterhouseCoopers LLP, independent public accountants, and (iiB) as of and for the fiscal quarter Fiscal Quarter and the portion of the fiscal year Fiscal Year ended September June 30, 20032009, 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-year end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (B) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 3, 2005 reported on by PricewaterhouseCoopers LLP and KPMG LLP, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30March 4, 20032006, certified by its chief financial officera 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and Lenders the Arranger the Guarantor’s consolidated balance sheet and statements of income, stockholders or partners equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2004, reported on by PriceWaterhouseCoopers LLP, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30March 31, 20032005, 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 Businesses as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year years ended 2002December 31, 2012, December 31, 2011 and December 31, 2010, reported on by PricewaterhouseCoopers LLP, independent public accountants and (ii) as of and for the fiscal quarter quarters ended March 31, 2013 and the portion of the fiscal year ended September June 30, 20032013, 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year Fiscal Year ended 2002December 31, 1999, reported on by PricewaterhouseCoopers LLP, independent public accountants, and (ii) as of and for the fiscal quarter Fiscal Quarter and the portion of the fiscal year Fiscal Year ended September 30, 20032000, 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, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in PARAGRAPH (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity retained earnings and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002October 31, 2015, audited by KPMG LLP, independent public accountants, and (ii) as of and for the fiscal quarter quarters and the portion of the fiscal year ended September January 31, 2015, April 30, 20032015 and July 31, 2015, certified by one of its chief financial officerFinancial Officers. 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, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002January 31, 2009 and January 31, 2010, reported on by PricewaterhouseCoopers LLP, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30July 31, 20032010, certified by its chief financial officerChief 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-year end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders (i) its consolidated balance sheet and statements of incomeoperations, stockholders shareholders' equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 1999, audited by PricewaterhouseCoopers LLP, independent public accountants, and (ii) its consolidated balance sheet and statements of operations and cash flows as of and for the fiscal quarter and the portion of the fiscal year ended September 30, 2003, certified by its chief financial officer2000. 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, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal calendar year ended 2002December 31, 2003, audited by Ernst & Young, LLP, independent public accountants, and (ii) as of and for the fiscal quarter Fiscal Quarter and the portion of the fiscal calendar year ended September 30, 2003, certified by one of its chief financial officerFinancial Officers. 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 and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal calendar year ended 2002December 31, 2004, audited by Ernst & Young, LLP, independent public accountants, and (ii) as of and for the fiscal quarter Fiscal Quarter and the portion of the fiscal calendar year ended September 30, 20032004, certified by one of its chief financial officerFinancial Officers. 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 and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders (i) its consolidated balance sheet and statements of income, stockholders stockholders' equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2001, reported on by independent public accountants, and (ii) its consolidated balance sheet and statements of income and cash flows as of and for the fiscal quarter and the portion of the fiscal year ended September 30March 31, 20032002, 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2014 reported on by PricewaterhouseCoopers LLC, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September March 31, 2015 and June 30, 20032015, 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the consolidated Lenders its combined balance sheet and statements of income, stockholders combined owners equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year years ended 2002December 31, 2000 and December 31, 2001, reported on by PricewaterhouseCoopers LLP, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30March 31, 20032002, 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, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statements.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2003, reported on by PricewaterhouseCoopers LLP, independent registered public accounting firm, and (ii) as of and for the fiscal quarter ended June 30, 2004 and the portion of the fiscal year ended September 30, 2003then ended, 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders (i) its consolidated balance sheet and statements of income, stockholders stockholders’ equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2006, reported on by independent public accountants, and (ii) its consolidated balance sheet and statements of income and cash flows as of and for the fiscal quarter and the portion of the fiscal year ended September 30March 31, 20032007, 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2010, reported on by Xxxxxxx XxXxxxxxxx LLC, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30, 20032011, 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, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statements.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders and the Administrative Agent and the Arranger the copies of its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2010, audited by Ernst & Young LLP, independent public accountants, and (ii) if available, as of and for the fiscal quarter and the portion portions of the fiscal year ended September 30March 31, 20032011, 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAPGAAP consistently applied, subject to year-year end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2005 (including the footnotes thereto), reported on by KPMG, LLP, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30March 31, 20032006, 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, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statements.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders stockholders' equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended March 25, 2002, reported on by Xxxxxx Xxxxxxxx LLP, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 3023, 20032002, 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger Lenders the consolidated balance sheet and statements of income, stockholders stockholders’ equity and cash flows for of the Borrower and its Consolidated consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2016, reported on by Ernst & Young LLP, independent registered public accounting firm and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30March 31, 20032017, certified by its chief financial officer. 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to to, in the case of the interim financial statements, normal year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsfootnotes.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2005, reported on by Xxxxxx, Xxxxxx & Banks, LLP, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September June 30, 20032006, certified by its chief financial officerFinancial 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2000, reported on by PricewaterhouseCoopers LLP, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30, 20032001, 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2009, reported on by PricewaterhouseCoopers LLP, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September June 30, 20032010, certified by one of its chief financial officerFinancial Officers. 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, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended December 31, 2002, reported on by PricewaterhouseCoopers LLP, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30, 2003, 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, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders stockholders’ equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year years ended 2002December 31, 2008, December 31, 2009, and December 31, 2010, reported on by BDO, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30March 31, 20032011, 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 the Consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statements.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders (i) its consolidated balance sheet and statements of income, stockholders stockholders’ equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2003, reported on by independent public accountants, and (ii) its consolidated balance sheet and statements of income and cash flows as of and for the fiscal quarter and the portion of the fiscal year ended September 30March 31, 20032004, 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002July 3, 1999, reported on by Ernst & Young, independent public accountants, and (ii) as of and for the first nine fiscal quarter and the portion months (ended on April 1, 2000) of the fiscal year ended September 30ending in June, 20032000, certified by its chief financial officeran Authorized 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the its (i) consolidated balance sheet and statements statement of incomeoperations, stockholders member’s equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, and 2005 reported on by Ernst & Young LLP, independent public accountants, (ii) as of and unaudited consolidated financial statements for the fiscal quarter and the portion of the fiscal year ended nine month period ending September 30, 2003, certified by its chief financial officer2006 and (iii) the Initial Reserve Report. 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 and the absence of footnotes in the case of the unaudited quarterly financial statements.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lender its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002June 30, 2015, reported on by the independent public accountants which prepared the then most recent filings with the Securities and Exchange Commission, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30, 20032015, 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAPGAAP or IFRS, as applicable, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger Lenders the consolidated balance sheet and statements of income, stockholders stockholders’ equity and cash flows for of the Borrower and its Consolidated consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2010, reported on by PricewaterhouseCoopers LLP, independent registered public accounting firm and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30March 31, 20032011, certified by its chief financial officer. 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to normal year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsadjustments.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2007, reported on by Xxxxxxx XxXxxxxxxx LLC, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30, 20032008, 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, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statements.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 1996, reported on by Price Waterhouse LLP, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30, 20031997, 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2009, reported on by Xxxxxxx XxXxxxxxxx LLC, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30March 31, 20032010, 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, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statements.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and Lenders the Arranger the audited consolidated balance sheet and related statements of income, stockholders equity and cash flows for of the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2009, reported on by KPMG LLP, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30, 20032010, certified by its chief financial officerFinancial 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, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders stockholders' equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 1997, reported on by Arthxx Xxxexxxx XXX, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30March 31, 20031998, 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 consolidated Subsidiaries, as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lender its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002September 30, 1998, reported on by KPMG Peat Marwick LLP, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30March 31, 20031999, 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders (i) its consolidated balance sheet and statements of income, stockholders stockholders’ equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2005, reported on by independent public accountants, and (ii) its consolidated balance sheet and statements of income and cash flows as of and for the fiscal quarter and the portion of the fiscal year ended September 30March 31, 20032006, 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal calendar year ended 2002December 31, 2001, audited by Ernst & Young, LLP, independent public accountants, and (ii) as of and for the fiscal quarter Fiscal Quarter and the portion of the fiscal calendar year ended September 30March 31, 20032002, certified by one of its chief financial officerFinancial Officers. 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 and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent Lenders its consolidated and the Arranger the consolidated consolidating balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) audited as of and for the fiscal year ended 2002September 30, 2003, reported on by Ernst & Young LLP, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September June 30, 20032004, 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2003 (including the footnotes thereto), reported on by KPMG, LLP, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30March 31, 20032004, 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, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statements.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002June 30, 2009, reported on by Ernst & Young LLP, independent public accountants. The above financial statements, and (ii) as of and for the fiscal quarter and the portion each of the fiscal year ended September 30Financials hereafter delivered to Administrative Agent and pursuant to Section 5.01(a) and (b), 2003present fairly or, certified by its chief financial officer. Such financial statements when delivered, will present fairly, 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, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements delivered for the first three quarters of Borrower’s fiscal year.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and consolidated statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2001, reported on by Xxxxxx Xxxxxxxx & Co. LLP, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30, 20032002, 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Lenders and the Global Administrative Agent and the Arranger the copies of its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2006, audited by Ernst & Young LLP, independent public accountants, and (ii) if available, as of and for the fiscal quarter and the portion portions of the fiscal year ended September 30March 31, 20032007, 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAPGAAP consistently applied, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002July 31, 1998, reported on by Amper Politziner & Xxxxxx P.A., independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September April 30, 20031999, 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, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 20022003, reported on by Weaver and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30Tidwell, 2003L.X.X., indxxxxxxxt public accountants, 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, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statements.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and Lenders the Arranger the audited consolidated balance sheet and related statements of income, stockholders equity and cash flows for of the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2012, reported on by PricewaterhouseCoopers L.L.P., and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30March 31, 20032013, certified by its chief financial officerFinancial 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, subject to normal year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the consolidated balance sheet and statements of income, stockholders owner's equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2005 (audited), and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September June 30, 20032006 (unaudited), certified by its chief financial officerFinancial 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, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statements.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2004, reported on by Malone & Bailey, PC, independent public accountants, and (ii) as of and for the xx xxd fxx xxx first two fiscal quarter quarters and the portion of the fiscal year ended September June 30, 20032005, 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, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statements.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2010, reported on by Xxxxxxx XxXxxxxxxx LLC, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30March 31, 20032011, 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, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statements.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and Lenders the Arranger the REIT’s consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year period ended 2002May 28, 2014, reported on by Gxxxx Xxxxxxxx LLP, independent public accountants, and (ii) as of and for the fiscal quarter quarters and the portion of the fiscal year ended June 30, 2014 and September 30, 20032014, certified by its chief financial officera 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 Entities as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 1998, reported on by Deloitte & Touche LLP, independent public accountants, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30March 26, 20031999, 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders (i) its consolidated balance sheet and statements of income, stockholders stockholders’ equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002December 31, 2004, reported on by independent public accountants, and (ii) its consolidated balance sheet and statements of income and cash flows as of and for the fiscal quarter and the portion of the fiscal year ended September 30March 31, 20032005, 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lender its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries (i) as of and for the fiscal year ended 2002June 30, 2016, reported on by the independent public accountants which prepared the then most recent filings with the Securities and Exchange Commission, and (ii) as of and for the fiscal quarter and the portion of the fiscal year ended September 30, 20032016, 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 consolidated Subsidiaries as of such dates and for such periods in accordance with GAAPGAAP or IFRS, as applicable, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in clause (ii) above.

Financial Condition; No Material Adverse Change. (a) The Borrower has heretofore furnished to the Administrative Agent and the Arranger the Lenders its consolidated balance sheet and statements of income, stockholders equity and cash flows for the Borrower and its Consolidated Subsidiaries flows: (i) as of and for the fiscal year Fiscal Year ended December 31, 2002, reported on by PricewaterhouseCoopers LLP, independent public accountants, and (ii) as of and for the fiscal quarter Fiscal Quarter and the portion of the fiscal year Fiscal Year ended September 30, 2003, 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, subject to year-end audit adjustments and the absence of footnotes in the case of the unaudited quarterly financial statementsstatements referred to in subsection (ii) above.