(a) The audited consolidated balance sheets and the statements of income, stockholders’ or shareholders’ equity, and cash flow for Parent and its consolidated subsidiaries and (b) the unaudited consolidated balance sheets and statements of income, stockholders’ or shareholders’ equity and cash flow for Parent and its consolidated subsidiaries, in each case as set forth in the Form 10, including the notes thereto, if applicable, present fairly in all material respects the consolidated financial position of Parent and its consolidated subsidiaries as of the dates and for the periods referred to therein and the results of operations and cash flows for the periods then ended, and, except as set forth on Schedule 3.05 (as may be updated prior to the Spinoff Date in a manner acceptable to the Administrative Agent), were prepared in accordance with GAAP applied on a consistent basis throughout the periods covered thereby, except, in the case of interim period financial statements, for the absence of notes and for normal year-end adjustments and except as otherwise noted therein.