Common use of Financial Matters Clause in Contracts

Financial Matters. (a) The Borrower has heretofore furnished to the Administrative Agent copies of (i) the audited consolidated balance sheets of CRA and its Subsidiaries as of December 31, 1996, 1995, and 1994, and the related consolidated statements of income and cash flows for the fiscal years ended December 31, 1996, 1995 and 1994, together with the opinion of Xxxxxx Xxxxxxxx LLP thereon, and (ii) the unaudited consolidated balance sheet of CRA and its Subsidiaries as of June 30, 1997, and the related consolidated statements of income and cash flows for the six-month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and present fairly the financial condition of CRA and its Subsidiaries on a consolidated basis as of the respective dates thereof and the consolidated results of operations of CRA and its Subsidiaries for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes thereto, there are no material liabilities or obligations with respect to CRA or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due).

Financial Matters. (a) The Borrower has heretofore furnished or made available to the Administrative Agent and each Lender copies of (i) the audited consolidated balance sheets of CRA the Borrower and its Subsidiaries as of December 31, 19962013, 1995, 2012 and 1994, 2011 and the related consolidated statements of income and cash flows for the fiscal years ended December 31, 19962013, 1995 2012 and 19942011, together with the opinion of Xxxxxx Xxxxxxxx KPMG, LLP thereon, and (ii) the unaudited consolidated balance sheet of CRA the Borrower and its Subsidiaries as of June 30March 31, 19972014, and the related consolidated statements of income and cash flows for the sixthree-month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and fairly present fairly in accordance with GAAP (x) the financial condition of CRA the Borrower and its Subsidiaries on a consolidated basis as of the respective dates thereof thereof, and (y) the consolidated results of operations of CRA the Borrower and its Subsidiaries Subsidiaries, on a consolidated basis, for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes thereto, there are no material liabilities or obligations with respect to CRA the Borrower or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due)) that would in accordance with GAAP have been required to be disclosed or provided for in such financial statements.

Financial Matters. (a) The Borrower has heretofore furnished to the Administrative Agent copies of (i) the audited consolidated balance sheets of CRA the Borrower and its Subsidiaries as of December 31, 1996, 1995, and 19942002, and the related consolidated statements of income and income, cash flows and stockholders’ equity for the fiscal years ended December 31, 1996, 1995 and 1994then ended, together with the opinion of Xxxxxx Xxxxxxxx Ernst & Young LLP thereon, and (ii) the unaudited consolidated balance sheet of CRA the Borrower and its Subsidiaries as of June 30March 31, 19972003, and the related consolidated statements of income and income, cash flows and stockholders’ equity for the six-month three (3)-month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and present fairly the financial condition of CRA the Borrower and its Subsidiaries on a consolidated basis as of the respective dates thereof and the consolidated results of operations of CRA the Borrower and its Subsidiaries for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes theretothereto as of the Closing Date, there are no material liabilities or obligations with respect to CRA the Borrower or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due).

Financial Matters. (aA) The Borrower has heretofore furnished to the Administrative Agent copies of (i) the audited consolidated balance sheets of CRA Borrower and its Subsidiaries as of December 31, 19962000 and January 2, 1995, and 19942000, and the related consolidated statements of income operations, stockholders' equity and cash flows for the fiscal years three-year period ended December 31, 1996, 1995 and 19942000, together with the opinion of Xxxxxx Xxxxxxxx LLP Ernst & Young thereon, and (ii) the unaudited consolidated balance sheet of CRA Borrower and its Subsidiaries as of June 30April 1, 19972001, and the related consolidated statements of income operations, stockholders' equity and cash flows for the sixthree-month period then ended. Such financial statements have been prepared in accordance with GAAP Generally Accepted Accounting Principles (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP Generally Accepted Accounting Principles and to normal year-end audit adjustments) and present fairly the financial condition of CRA Borrower and its Subsidiaries on a consolidated basis as of the respective dates thereof and the consolidated results of operations of CRA Borrower and its Subsidiaries for the respective periods then ended. Except for the Video Update Acquisition or as fully reflected in the most recent financial statements referred to above and the notes thereto, there are no material liabilities or obligations with respect to CRA Borrower or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due).

Financial Matters. (a) The Borrower has heretofore furnished to the Administrative Agent copies of the (i) the audited consolidated balance sheets of CRA the Borrower and its Subsidiaries as of December 31, 19961999, 19951998, and 19941997, and the related consolidated statements of income and income, cash flows and stockholders' equity for the fiscal years ended December 31, 1996, 1995 and 1994then ended, together with the opinion of Xxxxxx Xxxxxxxx Ernst & Young, LLP thereon, and (ii) the unaudited consolidated balance sheet of CRA the Borrower and its Subsidiaries as of June September 30, 1997, 2000 and the related consolidated statements of income and income, cash flows and stockholders' equity for the sixnine-month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and present fairly the financial condition of CRA the Borrower and its Subsidiaries on a consolidated basis as of the respective dates thereof and the consolidated results of operations of CRA the Borrower and its Subsidiaries for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes thereto, there are no material liabilities or obligations with respect to CRA the Borrower or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due).

Financial Matters. (a) The Borrower has heretofore furnished to the Administrative Agent copies of (i) the audited consolidated balance sheets of CRA the Borrower and its Subsidiaries as of December 31, 1996, 1995, and 19942010, and the related consolidated statements of income and income, cash flows and stockholders’ equity for the fiscal years ended December 31, 1996, 1995 and 1994then ended, together with the opinion of Xxxxxx Xxxxxxxx Ernst & Young LLP thereon, and (ii) the unaudited consolidated balance sheet of CRA the Borrower and its Subsidiaries as of June 30, 19972011, and the related consolidated statements of income and income, cash flows and stockholders’ equity for the six-month six (6)-month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and present fairly the financial condition of CRA the Borrower and its Subsidiaries on a consolidated basis as of the respective dates thereof and the consolidated results of operations of CRA the Borrower and its Subsidiaries for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes theretothereto as of the Restatement Effective Date, there are no material liabilities or obligations with respect to CRA the Borrower or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due).

Financial Matters. (a) The Borrower has heretofore furnished to the Administrative Agent copies of (i) the audited consolidated balance sheets of CRA the Borrower and its Subsidiaries as of December 31, 1997, 1996, and 1995, and 1994, and the related consolidated statements of income and income, cash flows and stockholders' equity for the fiscal years ended December 31, 1996, 1995 and 1994then ended, together with the opinion of Xxxxxx Xxxxxxxx Deloitte & Touche LLP thereon, and (ii) the unaudited consolidated balance sheet of CRA the Borrower and its Subsidiaries as of June 30March 31, 19971998, and the related consolidated statements of income and income, cash flows and stockholders' equity for the sixthree-month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and present fairly the financial condition of CRA the Borrower and its Subsidiaries on a consolidated basis as of the respective dates thereof and the consolidated results of operations of CRA the Borrower and its Subsidiaries for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes thereto, there are no material liabilities or obligations with respect to CRA the Borrower or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due).

Financial Matters. (a) The Borrower has heretofore furnished to the Administrative Agent copies of (i) the audited consolidated balance sheets of CRA the Parent and its Subsidiaries as of December 31February 3, 19962013, 1995January 29, 2012, and 1994January 30, and 2011, in each case with the related consolidated statements of income and income, cash flows and stockholders’ equity for the fiscal years ended December 31, 1996, 1995 and 1994Fiscal Years then ended, together with the opinion of Xxxxxx Xxxxxxxx PricewaterhouseCoopers LLP thereon, and (ii) the unaudited consolidated balance sheet of CRA the Parent and its Subsidiaries as of June 30May 5, 19972013, and the related consolidated statements of income and income, cash flows and stockholders’ equity for the six3-month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and present fairly in all material respects the financial condition of CRA the Parent and its Subsidiaries on a consolidated basis as of the respective dates thereof and the consolidated results of operations of CRA the Parent and its Subsidiaries on a consolidated basis for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes thereto, there are no material liabilities or obligations with respect to CRA or any of the Parent and its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due)) that are required in accordance with GAAP to be reflected in such financial statements and that are not so reflected.

Financial Matters. (a) The Borrower has heretofore furnished to the Administrative Agent copies of (i) the audited consolidated balance sheets of CRA the Borrower and its Subsidiaries as of December 31, 1996, 1995, and 19942014, and the related consolidated statements of income and income, cash flows and shareholders’ equity for the fiscal years ended December 31, 1996, 1995 and 1994then ended, together with the opinion of Xxxxxx Xxxxxxxx Ernst & Young LLP thereon, and (ii) the unaudited consolidated balance sheet of CRA the Borrower and its Subsidiaries as of June September 30, 19972015, and the related consolidated statements of income and income, cash flows and shareholders’ equity for the six-month nine (9)-month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and present fairly the financial condition of CRA the Borrower and its Subsidiaries on a consolidated basis as of the respective dates thereof and the consolidated results of operations of CRA the Borrower and its Subsidiaries for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes theretothereto as of the Restatement Effective Date, there are no material liabilities or obligations with respect to CRA the Borrower or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due).

Financial Matters. (a) The Borrower has heretofore furnished or made available to the Administrative Agent and each Lender copies of (i) the audited consolidated balance sheets of CRA the Borrower and its Subsidiaries as of December 31, 19962010, 1995, 2009 and 1994, 2008 and the related consolidated statements of income and cash flows for the fiscal years ended December 31, 19962010, 1995 2009 and 19942008, together with the opinion of Xxxxxx Xxxxxxxx KPMG, LLP thereon, and (ii) the unaudited consolidated balance sheet of CRA the Borrower and its Subsidiaries as of June 30, 19972011, and the related consolidated statements of income and cash flows for the sixthree-month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and fairly present fairly in accordance with GAAP (x) the financial condition of CRA the Borrower and its Subsidiaries on a consolidated basis as of the respective dates thereof thereof, and (y) the consolidated results of operations of CRA the Borrower and its Subsidiaries Subsidiaries, on a consolidated basis, for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes thereto, there are no material liabilities or obligations with respect to CRA the Borrower or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due)) that would in accordance with GAAP have been required to be disclosed or provided for in such financial statements.

Financial Matters. (a) The Borrower OCA has heretofore furnished to the Administrative Agent copies of (i) the audited consolidated balance sheets of CRA OCA and its Subsidiaries as of December 31, 1997 and 1996, 1995, and 1994, and the related consolidated statements of income and income, cash flows and stockholders' equity for the fiscal years then ended and for the fiscal year ended December 31, 1996, 1995 and 19941995, together with the opinion of Xxxxxx Xxxxxxxx Ernst & Young LLP thereon, and (ii) the unaudited consolidated balance sheet of CRA OCA and its Subsidiaries as of June 30, 19971998, and the related consolidated statements of income and income, cash flows and stockholders' equity for the six-month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and present fairly the financial condition of CRA OCA and its Subsidiaries on a consolidated basis as of the respective dates thereof and the consolidated results of operations of CRA OCA and its Subsidiaries for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes thereto, there are no material liabilities or obligations with respect to CRA OCA or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due).

Financial Matters. (a) The Borrower has heretofore furnished ----------------- to the Administrative Agent copies of (i) the audited consolidated balance sheets of CRA the Borrower and its Subsidiaries as of December 31, 1997, 1996, and 1995, and 1994, and the related consolidated statements of income and cash flows for the fiscal years ended December 31, 19961997, 1995 1996 and 19941995, together with the opinion of Xxxxxx Xxxxxxxx LLP Ernst & Young thereon, and (ii) the unaudited consolidated balance sheet of CRA the Borrower and its Subsidiaries as of June September 30, 19971998, and the related consolidated statements of income and cash flows for the sixnine-month period then ended. Such financial statements have been prepared in accordance with GAAP and, if applicable, Regulation S-X under the Exchange Act (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and present fairly the financial condition of CRA the Borrower and its Subsidiaries on a consolidated basis as of the respective dates thereof and the consolidated results of operations of CRA the Borrower and its Subsidiaries for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes thereto, there are no material liabilities or obligations with respect to CRA the Borrower or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due).

Financial Matters. (a) The Borrower has heretofore furnished to ----------------- the Administrative Agent copies of (i) the audited consolidated balance sheets of CRA the Borrower and its Subsidiaries as of December 31, 1996, 1995, 1994, and 19941993, and the related consolidated statements of income income, stockholders' equity and cash flows for the fiscal years ended December 31, 1996, 1995 and 1994then ended, together with the opinion of Xxxxxx Xxxxxxxx LLP KPMG Peat Marwick thereon, and (ii) the unaudited consolidated balance sheet of CRA the Borrower and its Subsidiaries as of June 30March 31, 19971996, and the related consolidated statements of income income, stockholders' equity and cash flows for the sixthree-month period then ended. Such financial statements have been prepared in accordance with GAAP Generally Accepted Accounting Principles (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP Generally Accepted Accounting Principles and to normal year-end audit adjustments) and present fairly the financial condition of CRA the Borrower and its Subsidiaries on a consolidated basis as of the respective dates thereof and the consolidated results of operations of CRA the Borrower and its Subsidiaries for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes thereto, there are no material liabilities or obligations with respect to CRA the Borrower or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due).

Financial Matters. (a) The Borrower has heretofore furnished to the Administrative Agent copies of (i) the audited consolidated balance sheets of CRA the Borrower and its Subsidiaries as of December 31, 1996, 1995, and 19942004, and the related consolidated statements of income and income, cash flows and stockholders’ equity for the fiscal years ended December 31, 1996, 1995 and 1994then ended, together with the opinion of Xxxxxx Xxxxxxxx Ernst & Young LLP thereon, and (ii) the unaudited consolidated balance sheet of CRA the Borrower and its Subsidiaries as of June 30, 19972005, and the related consolidated statements of income and income, cash flows and stockholders’ equity for the six-month six (6)-month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and present fairly the financial condition of CRA the Borrower and its Subsidiaries on a consolidated basis as of the respective dates thereof and the consolidated results of operations of CRA the Borrower and its Subsidiaries for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes theretothereto as of the Closing Date, there are no material liabilities or obligations with respect to CRA the Borrower or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due).

Financial Matters. (a) The Borrower has heretofore furnished or made available to the Administrative Agent and each Lender copies of (i) the audited consolidated balance sheets of CRA the Borrower and its Subsidiaries as of December 31, 1996, 1995, 2009 and 1994, 2008 and the related consolidated statements of income and cash flows for the fiscal years ended December 31, 19962009, 1995 2008 and 19942007, together with the opinion of Xxxxxx Xxxxxxxx KPMG, LLP thereon, and (ii) the unaudited consolidated balance sheet of CRA the Borrower and its Subsidiaries as of June 30March 31, 19972010, and the related consolidated statements of income and cash flows for the sixthree-month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and fairly present fairly in accordance with GAAP (x) the financial condition of CRA the Borrower and its Subsidiaries on a consolidated basis as of the respective dates thereof thereof, and (y) the consolidated results of operations of CRA the Borrower and its Subsidiaries Subsidiaries, on a consolidated basis, for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes thereto, there are no material liabilities or obligations with respect to CRA the Borrower or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due)) that would in accordance with GAAP have been required to be disclosed or provided for in such financial statements.

Financial Matters. (a) The Borrower has heretofore furnished to the Administrative Agent copies of (i) the audited consolidated balance sheets of CRA the Borrower and its Subsidiaries as of December 31, 19961998, 1995, 1997 and 1994, 1996 and the related consolidated statements of income income, stockholders' equity and cash flows for the fiscal years ended December 31, 1996, 1995 and 1994then ended, together with the each opinion of Xxxxxx Xxxxxxxx LLP the independent certified public accounting firm retained by the Borrower thereon, and (ii) the unaudited consolidated balance sheet of CRA the Borrower and its Subsidiaries as of June September 30, 19971999, and the related consolidated statements of income income, stockholders' equity and cash flows for the sixnine-month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end audit adjustments) and present fairly the financial condition of CRA the Borrower and its Subsidiaries on a consolidated basis as of the respective dates thereof and the consolidated results of operations of CRA the Borrower and its Subsidiaries for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes thereto, there are no material liabilities or obligations with respect to CRA the Borrower or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due).

Financial Matters. (a) The Borrower has heretofore furnished to the Administrative Agent copies of (i) the audited consolidated balance sheets of CRA the Borrower and its Subsidiaries as of December 31, 1996, 1995, and 19942018, and the related consolidated statements of income and income, cash flows and shareholders’ equity for the fiscal years ended December 31, 1996, 1995 and 1994then ended, together with the opinion of Xxxxxx Xxxxxxxx Ernst & Young LLP thereon, and (ii) the unaudited consolidated balance sheet of CRA the Borrower and its Subsidiaries as of June September 30, 19972019, and the related consolidated statements of income and income, cash flows and shareholders’ equity for the six-month nine (9)‑month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and present fairly the financial condition of CRA the Borrower and its Subsidiaries on a consolidated basis as of the respective dates thereof and the consolidated results of operations of CRA the Borrower and its Subsidiaries for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes theretothereto as of the Restatement Effective Date, there are no material liabilities or obligations with respect to CRA the Borrower or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due).

Financial Matters. (a) The Borrower has heretofore furnished to the Administrative Agent copies of (i) the audited consolidated balance sheets of CRA the Borrower and its Subsidiaries as of December 31, 1996, 1995, and 19942005, and the related consolidated statements of income and income, cash flows and stockholders’ equity for the fiscal years ended December 31, 1996, 1995 and 1994then ended, together with the opinion of Xxxxxx Xxxxxxxx Ernst & Young LLP thereon, and (ii) the unaudited consolidated balance sheet of CRA the Borrower and its Subsidiaries as of June 30, 19972006, and the related consolidated statements of income and income, cash flows and stockholders’ equity for the six-month six (6)-month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and present fairly the financial condition of CRA the Borrower and its Subsidiaries on a consolidated basis as of the respective dates thereof and the consolidated results of operations of CRA the Borrower and its Subsidiaries for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes theretothereto as of the Restatement Effective Date, there are no material liabilities or obligations with respect to CRA the Borrower or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due).

Financial Matters. (a) The Borrower has heretofore furnished to the Administrative Agent copies of (i) the audited consolidated balance sheets of CRA the Borrower and its Subsidiaries as of December 31, 19962002, 1995, 2001 and 1994, 2000 and the related consolidated statements of income income, stockholders’ equity and cash flows for the fiscal years ended December 31, 1996, 1995 and 1994then ended, together with the opinion of Xxxxxx Xxxxxxxx LLP PricewaterhouseCoopers thereon, and (ii) the unaudited consolidated balance sheet of CRA the Borrower and its Subsidiaries as of June 30, 19972003, and the related consolidated statements of income income, stockholders’ equity and cash flows for the six-month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and present fairly the financial condition of CRA the Borrower and its Subsidiaries on a consolidated basis as of the respective dates thereof and the consolidated results of operations of CRA the Borrower and its Subsidiaries for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes thereto, there are no material liabilities or obligations with respect to CRA the Borrower or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due).

Financial Matters. (a) The Borrower has heretofore furnished to the Administrative Agent copies of the (i) the audited consolidated balance sheets of CRA the Borrower and its Subsidiaries as of December 31, 19962003, 19952002, and 19942001, and in each case with the related consolidated statements of income and income, cash flows and stockholders’ equity for the fiscal years ended December 31, 1996, 1995 and 1994then ended, together with the opinion of Xxxxxx Xxxxxxxx Ernst & Young, LLP thereon, and (ii) the unaudited consolidated balance sheet of CRA the Borrower and its Subsidiaries as of June September 30, 1997, 2004 and the related consolidated statements of income and income, cash flows and stockholders’ equity for the sixnine-month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and present fairly the financial condition of CRA the Bo rrower and its Subsidiaries on a consolidated basis as of the respective dates thereof and the consolidated results of operations of CRA the Borrower and its Subsidiaries on a consolidated basis for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes thereto, there are no material liabilities or obligations with respect to CRA the Borrower or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due).

Financial Matters. (a) The Borrower Matria has heretofore furnished to the Administrative Agent copies of (i) the audited consolidated balance sheets of CRA Matria and its Subsidiaries as of December 31, 1997 and 1996, 1995, and 1994, and the related consolidated statements of income and income, cash flows and stockholders' equity for the fiscal years then ended and for the fiscal year ended December 31, 1996, 1995 and 19941995, together with the opinion of Xxxxxx Xxxxxxxx KPMG Peat Marwick LLP thereon, and (ii) the unaudited consolidated balance sheet of CRA Matria and its Subsidiaries as of June November 30, 19971998, and the related consolidated statements of income and income, cash flows and stockholders' equity for the sixeleven-month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and present fairly the financial condition of CRA Matria and its Subsidiaries on a consolidated basis as of the respective dates thereof and the consolidated results of operations of CRA Matria and its Subsidiaries for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes thereto, there are no material liabilities or obligations with respect to CRA Matria or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due).

Financial Matters. (a) The Borrower has heretofore furnished to the Administrative Agent Lender copies of (i) the audited consolidated balance sheets of CRA the Borrower and its Subsidiaries as of December 31, 19962000, 19951999, and 19941998, and the related consolidated statements of income and income, cash flows and stockholders' equity for the fiscal years ended December 31, 1996, 1995 and 1994then ended, together with the opinion of Xxxxxx Xxxxxxxx Deloitte & Touche LLP thereon, and (ii) the unaudited consolidated balance sheet of CRA the Borrower and its Subsidiaries as of June September 30, 19972001, and the related consolidated statements of income and income, cash flows and stockholders' equity for the sixnine-month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and present fairly the financial condition of CRA the Borrower and its Subsidiaries on a consolidated basis as of the respective dates thereof and the consolidated results of operations of CRA the Borrower and its Subsidiaries for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes thereto, there are no material liabilities or obligations with respect to CRA the Borrower or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due).

Financial Matters. (a) The Borrower Company has heretofore furnished to the Administrative Agent copies of (i) the audited consolidated balance sheets of CRA the Parent and its Subsidiaries as of December 31, 19962004, 19952003 and 2002, and 1994, and in each case with the related consolidated statements of income and income, cash flows and stockholders’ equity for the fiscal years ended December 31, 1996, 1995 and 1994then ended, together with the opinion of Xxxxxx Xxxxxxxx Ernst & Young LLP thereon, and (ii) the unaudited consolidated balance sheet of CRA the Parent and its Subsidiaries as of June 30, 1997the last day of the first fiscal quarter of fiscal year 2005, and the related consolidated statements of income and cash flows for the sixthree-month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and present fairly in all material respects the financial condition of CRA the Parent and its Subsidiaries (on a consolidated basis basis) as of the respective dates thereof and the consolidated results of operations of CRA the Parent and its Subsidiaries (on a consolidated basis) for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes thereto, there are no material liabilities or obligations with respect to CRA or any of the Parent and its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due)) that are required in accordance with GAAP to be reflected in such financial statements and that are not so reflected.

Financial Matters. (a) The Borrower has heretofore furnished to the Administrative Agent copies of the (i) the audited consolidated balance sheets of CRA the Borrower and its Subsidiaries as of December 31, 19962001, 19952000, and 19941999, and the related consolidated statements of income and income, cash flows and stockholders' equity for the fiscal years ended December 31, 1996, 1995 and 1994then ended, together with the opinion of Xxxxxx Xxxxxxxx Ernst & Young, LLP thereon, and (ii) the unaudited consolidated balance sheet of CRA the Borrower and its Subsidiaries as of June 30March 31, 1997, 2002 and the related consolidated statements of income and income, cash flows and stockholders' equity for the sixthree-month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and present fairly the financial condition of CRA the Borrower and its Subsidiaries on a consolidated basis as of the respective dates thereof and the consolidated results of operations of CRA the Borrower and its Subsidiaries for the respective periods then ended. Except as fully reflected in the most recent financial statements referred to above and the notes thereto, there are no material liabilities or obligations with respect to CRA the Borrower or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due).