Common use of Financial Statements and Projections Clause in Contracts

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Company for the 2013 and 2014 fiscal years, (ii) unaudited consolidating financial statements of the Company for the 2014 fiscal year, (iii) unaudited interim consolidated and consolidating financial statements for each of the Company, for the fiscal quarters ended March 31, 2015 and June 30, 2015, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Loan Parties, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iv) satisfactory Projections through August 31, 2019.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Company for the 2013 its 2018 and 2014 2019 fiscal years, (ii) unaudited consolidating interim consolidated financial statements of the Company for each fiscal month and quarter ended after the 2014 fiscal year, (iii) unaudited interim consolidated and consolidating date of the latest applicable financial statements for each delivered pursuant to clause (i) of the Company, for the fiscal quarters ended March 31, 2015 and June 30, 2015this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Loan PartiesCompany, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph paragraph, and (iviii) satisfactory Projections projections of the Company’s income statement, balance sheet and cash flows (A) on a monthly basis through August December 31, 20192021, and (B) on an annual basis through December 31, 2023.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Company for the 2013 and 2014 fiscal yearsFiscal Year, (ii) unaudited consolidating interim consolidated financial statements of the Company for each Fiscal Month ended after the 2014 fiscal year, (iii) unaudited interim consolidated and consolidating date of the latest applicable financial statements for each delivered pursuant to clause (i) of the Company, for the fiscal quarters ended March 31, 2015 and June 30, 2015this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Loan PartiesCompany, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iviii) projections satisfactory Projections through August 31, 2019to the Administrative Agent and the Lenders.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Company Borrower for the 2013 December 31, 2018 and 2014 2017 fiscal years, (ii) unaudited consolidating interim consolidated financial statements of the Company Borrower for each fiscal quarter ended after the 2014 fiscal year, (iii) unaudited interim consolidated and consolidating date of the latest applicable financial statements for each delivered pursuant to clause (i) of the Company, for the fiscal quarters ended March 31, 2015 and June 30, 2015this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Loan PartiesBorrower, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iviii) reasonably satisfactory Projections through August 31, 20192023.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Company for the 2013 and 2014 2011 fiscal yearsyear, (ii) unaudited consolidating interim consolidated financial statements of the Company for each fiscal month and quarter ended after the 2014 fiscal year, (iii) unaudited interim consolidated and consolidating date of the latest applicable financial statements for each delivered pursuant to clause (i) of the Company, for the fiscal quarters ended March 31, 2015 and June 30, 2015this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Loan PartiesCompany, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iviii) satisfactory Projections projections through August 31, 20192012.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Company for the 2013 2016, 2017 and 2014 2018 fiscal years, (ii) unaudited consolidating interim consolidated financial statements of the Company for each fiscal quarter ended after the 2014 fiscal year, (iii) unaudited interim consolidated and consolidating date of the latest applicable financial statements for each delivered pursuant to clause (i) of the Company, for the fiscal quarters ended March 31, 2015 and June 30, 2015this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Loan PartiesCompany, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iviii) satisfactory Projections projections through August March 31, 20192023.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Company for the 2013 and 2014 fiscal yearsyear ended January 31, 2015, (ii) unaudited consolidating interim consolidated financial statements of each fiscal quarter ended after the Company for date of the 2014 fiscal year, (iii) unaudited interim consolidated and consolidating latest applicable financial statements for each delivered pursuant to clause (i) of the Company, for the fiscal quarters ended March 31, 2015 and June 30, 2015this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Loan PartiesCompany and its Subsidiaries, as reflected in the audited, audited consolidated financial statements described in clause (i) of this paragraph paragraph, (iii) the Company’s most recent projected income statement, balance sheet and cash flows through the end of the Company’s fiscal year ending January 2020, and (iv) satisfactory Projections the projected Borrowing Base on a quarterly basis through August January 31, 20192016.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Company for the 2013 2017 and 2014 2018 fiscal years, (ii) unaudited consolidating interim consolidated financial statements of the Company for each fiscal month and quarter ended after the 2014 fiscal year, (iii) unaudited interim consolidated and consolidating date of the latest applicable financial statements for each delivered pursuant to clause (i) of the Company, for the fiscal quarters ended March 31, 2015 and June 30, 2015this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Loan PartiesCompany and its Subsidiaries, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iviii) satisfactory Projections projections through August 31, 2019fiscal year 2023.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Company Holdings for the 2013 2016, 2017 and 2014 2018 fiscal years, (ii) unaudited consolidating interim consolidated financial statements of Holdings for each fiscal quarter ended after the Company for date of the 2014 fiscal year, (iii) unaudited interim consolidated and consolidating latest applicable financial statements for each delivered pursuant to clause (i) of the Company, for the fiscal quarters ended March 31, 2015 and June 30, 2015this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Loan PartiesHoldings, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iviii) satisfactory Projections projections through August 31, 2019.

Financial Statements and Projections. The Lenders shall have received satisfactory (i) audited consolidated financial statements of the Company and its consolidated Subsidiaries for the fiscal years ending March 31, 2013 and 2014 fiscal yearsXxxxx 00, 0000, (iixx) unaudited consolidating interim consolidated financial statements of the Company for each fiscal quarter ended after the 2014 fiscal year, (iii) unaudited interim consolidated and consolidating date of the latest applicable financial statements for each delivered pursuant to clause (i) of this paragraph and more than 45 days prior to the Company, for the fiscal quarters ended March 31, 2015 and June 30, 2015date hereof, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Loan PartiesCompany, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iviii) satisfactory Projections through August projected balance sheet, income statement and cash flow statement of the Company for the period beginning April 1, 2015 and ending March 31, 20192020.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Company for the 2013 fiscal years ended January 31, 2008, 2009, 2010 and 2014 fiscal years2011, (ii) unaudited consolidating interim consolidated financial statements of the Company for each fiscal month and quarter ended after the 2014 fiscal year, (iii) unaudited interim consolidated and consolidating date of the latest applicable financial statements for each delivered pursuant to clause (i) of the Company, for the fiscal quarters ended March 31, 2015 and June 30, 2015this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Loan PartiesCompany, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iviii) satisfactory Projections projections prepared on (x) a quarterly basis through August January 31, 20192013 and (y) an annual basis through January 31, 2017, in each case in form and substance reasonably satisfactory to the Administrative Agent.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Company for the 2013 2021 fiscal year, and 2014 fiscal years, (ii) unaudited consolidating interim consolidated financial statements of the Company for each fiscal month and quarter ended after the 2014 fiscal year, (iii) unaudited interim consolidated and consolidating date of the latest applicable financial statements for each delivered pursuant to clause (i) of the Company, for the fiscal quarters ended March 31, 2015 and June 30, 2015this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Loan PartiesCompany, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iv) satisfactory Projections through August 31, 2019paragraph.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Company for the 2013 2016 and 2014 2017 fiscal years, (ii) unaudited consolidating interim consolidated financial statements of the Company for each fiscal month and quarter ended after the 2014 fiscal year, (iii) unaudited interim consolidated and consolidating date of the latest applicable financial statements for each delivered pursuant to clause (i) of the Company, for the fiscal quarters ended March 31, 2015 and June 30, 2015this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Loan PartiesCompany and its Subsidiaries, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iviii) satisfactory Projections projections through August 31, fiscal year 2019.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Company for the 2013 2009 and 2014 2010 fiscal years, (ii) unaudited consolidating interim consolidated financial statements of the Company for each fiscal quarter ended after the 2014 fiscal year, (iii) unaudited interim consolidated and consolidating date of the latest applicable financial statements for each delivered pursuant to clause (i) of the Company, for the fiscal quarters ended March 31, 2015 and June 30, 2015this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Loan PartiesCompany, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iviii) satisfactory Projections projections through August 31, 20192012.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Company Holdings for the December 31, 2013 and 2014 fiscal yearsyear, (ii) unaudited consolidating interim consolidated financial statements of Holdings for each fiscal month and quarter ended after the Company for date of the 2014 fiscal year, (iii) unaudited interim consolidated and consolidating latest applicable financial statements for each delivered pursuant to clause (i) of the Company, for the fiscal quarters ended March 31, 2015 and June 30, 2015this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Loan PartiesHoldings, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iviii) satisfactory Projections projections through August 31, 20192015.

Financial Statements and Projections. The Lenders Lender shall have received (i) audited consolidated financial statements of the Company Borrower for the 2013 2015 and 2014 2016 fiscal years, (ii) unaudited consolidating interim consolidated financial statements of Borrower for each fiscal quarter ended after the Company for date of the 2014 fiscal year, (iii) unaudited interim consolidated and consolidating latest applicable financial statements for each delivered pursuant to clause (i) of the Company, for the fiscal quarters ended March 31, 2015 and June 30, 2015this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative AgentLender, reflect any material adverse change in the consolidated financial condition of the Loan PartiesBorrower, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iviii) satisfactory Projections through August 31June 30, 20192018.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Company Holdings for the 2013 and 2014 2010 fiscal yearsyear, (ii) unaudited consolidating interim consolidated financial statements of Holdings for each fiscal month and quarter ended after the Company for date of the 2014 fiscal year, (iii) unaudited interim consolidated and consolidating latest applicable financial statements for each delivered pursuant to clause (i) of the Company, for the fiscal quarters ended March 31, 2015 and June 30, 2015this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Loan PartiesHoldings, as reflected in the audited, consolidated financial statements described in delivered pursuant to clause (i) of this paragraph and (iviii) satisfactory Projections projections through August 31, 20192014.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Company Holdings for the 2013 and 2014 2018 fiscal yearsyear, (ii) unaudited consolidating interim consolidated financial statements of Holdings for each fiscal quarter ended after the Company for date of the 2014 fiscal year, (iii) unaudited interim consolidated and consolidating latest applicable financial statements for each delivered pursuant to clause (i) of the Company, for the fiscal quarters ended March 31, 2015 and June 30, 2015this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Loan PartiesHoldings, as reflected in the audited, consolidated financial statements described in delivered pursuant to clause (i) of this paragraph paragraph, and (iviii) satisfactory Projections projections through August 31, 20192021.

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Company for the 2013 and 2014 2011 fiscal yearsyear, (ii) unaudited consolidating interim consolidated financial statements of the Company for each fiscal month and quarter ended after the 2014 fiscal year, (iii) unaudited interim consolidated and consolidating date of the latest applicable financial statements for each delivered pursuant to clause (i) of the Company, for the fiscal quarters ended March 31, 2015 and June 30, 2015this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Loan PartiesCompany and its Subsidiaries, taken as a whole, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iviii) satisfactory Projections projections through August 31, 20192012.

Financial Statements and Projections. The Lenders Lender shall have received (i) audited consolidated financial statements of the Company for the 2013 2015 and 2014 2016 fiscal years, (ii) unaudited consolidating interim consolidated financial statements of the Company for each fiscal quarter ended after the 2014 fiscal year, (iii) unaudited interim consolidated and consolidating date of the latest applicable financial statements for each delivered pursuant to clause (i) of the Company, for the fiscal quarters ended March 31, 2015 and June 30, 2015this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative AgentLender, reflect any material adverse change in the consolidated financial condition of the Loan Parties, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph paragraph, and (iviii) satisfactory Projections through August 31, 2019.. 50

Financial Statements and Projections. The Lenders shall have received (i) audited consolidated financial statements of the Company for the 2013 and 2014 2012 fiscal yearsyear, (ii) unaudited consolidating interim consolidated financial statements of the Company for each fiscal quarter ended after the 2014 fiscal year, (iii) unaudited interim consolidated and consolidating date of the latest applicable financial statements for each delivered pursuant to clause (i) of the Company, for the fiscal quarters ended March 31, 2015 and June 30, 2015this paragraph as to which such financial statements are available, and such financial statements shall not, in the reasonable judgment of the Administrative Agent, reflect any material adverse change in the consolidated financial condition of the Loan PartiesCompany and its Subsidiaries, as reflected in the audited, consolidated financial statements described in clause (i) of this paragraph and (iviii) satisfactory Projections projections through August 31, 2019and including the Company’s 2014 fiscal year.