Guarantor has heretofore furnished to Buyer a copy of (a) its consolidated balance sheets for the fiscal year ended December 31, 2015 and the related consolidated statements of income and retained earnings and of cash flows for such fiscal year, with the opinion thereon of Deloitte & Touche LLP and (b) its consolidated balance sheets for each quarterly fiscal period ended June 30, 2015 and September 30, 2015 and the related consolidated statements of income and retained earnings and of cash flows for it and its consolidated Subsidiaries for such quarterly fiscal periods. All such financial statements are complete and correct and fairly present, in all material respects, the consolidated financial condition of Guarantor and its consolidated Subsidiaries, as applicable and the consolidated results of their operations as at such dates and for such fiscal periods, all in accordance with GAAP (other than monthly financial statements solely with respect to footnotes, year-end adjustments and cash flow statements) applied on a consistent basis. Guarantor has, on the date of the statements delivered pursuant to this Section (the “ Statement Date ”) no liabilities, direct or indirect, fixed or contingent, matured or unmatured, known or unknown, or liabilities for taxes, long-term leases or unusual forward or long-term commitments not disclosed by, or reserved against in, said balance sheet and related statements, and at the present time there are no material unrealized or anticipated losses from any loans, advances or other commitments of Seller except as heretofore disclosed to Buyer in writing.