Information. The ​ acknowledges review of reports filed by AVRS with the U.S. Securities and Exchange Commission, and that AVRS has provided the ​ with no indication of any value of the Shares or of AVRS. There have been no representations, warranties or promises made to ​ by AVRS or any representative of AVRS that the Shares will appreciate in value, or that there will be any market for the resale of the Shares by the ​. The ​ understands that the Shares are extremely speculative and subject to a high degree of risk of loss of the ​’s investment. The ​ and the ​’s advisors, if any, have conducted their own investigation with respect to AVRS and the Shares, and have not relied upon any representation of AVRS in making the decision to invest in the Shares (other than those representations set forth in Section 2 of this Agreement). The ​ has had an opportunity to discuss the terms and conditions of the investment in the Shares with management of AVRS and to obtain any additional information regarding the investment or AVRS that it has requested of management.

Information. The Option Holder has been furnished access to all materials it has requested relating to the Company and its subsidiaries and other due diligence information and documents and the Option Holder has been afforded the opportunity to ask questions of and receive answers from representatives of the Company concerning the foregoing, including the terms and conditions of this Agreement. The Option Holder has consulted to the extent it deemed appropriate with its own advisers as to the financial, tax, legal and related matters concerning an investment in the Purchase Shares.

Financial Statements. The Borrower has heretofore delivered to the [[Consenting Lenders:Organization]] the audited consolidated statement of assets and liabilities and statements of operations, changes in net assets and cash flows of the Borrower and its Subsidiaries as of and for the fiscal year ended December 31, 2020, reported on by Deloitte & Touche LLP, independent public accountants, in the form of the report of the Borrower to the SEC on Form 10-K for such year, which financial statements present fairly, in all material respects, the consolidated financial position and results of operations and cash flows of the Borrower and its Subsidiaries as of such date and for such period in accordance with GAAP.

Financial Statements. The audited consolidated financial statements of Regional (excluding a Special Purpose Subsidiary) for the fiscal year ending December 31, 2020, are true and correct in all material respects and have been prepared in accordance with GAAP, consistently applied (except for changes in application in which Borrowers’ accountants concur) and present fairly in all material respects the financial position of Regional and its Subsidiaries as of such dates and the results of their operations for such periods. Since the date of the most recent financial statements delivered pursuant to this Agreement, no Material Adverse Effect has occurred.

Financial Responsibility. The Service Provider will pay for all personnel expenses, including wages, of its employees performing the Management Services.

. Deliver to the [[Administrative Agent:Organization]], in form and detail reasonably satisfactory to the [[Administrative Agent:Organization]] and the Required Lenders:

Financial Statements. The ​ has previously made available to the [[Organization A:Organization]] # the annual audited statutory financial statements of the ​ as filed with the applicable insurance regulatory authorities for the year ended December 31, 2020, # the unaudited statutory financial statements of the ​ for the quarters ended March 31, 2021, June 30, 2021 and September 30, 2021 and # the statutory annual statement of the ​ filed with its domiciliary insurance regulator for the years ended December 31, 2021 and December 31, 2020 ((A), (B) and (C))] collectively, the “SAP Statements”). Subject to the notes thereto, each SAP Statement has been prepared in all material respects in accordance with ​ SAP, consistently applied throughout all such periods, subject, in the case of the unaudited statutory financial statements, to normal and recurring year-end adjustments, and fairly presents, in all material respects, the statutory financial condition and results of operations of the ​ as at the dates and for the periods indicated therein.

Financial Statements. The financial statements of Seller for the period ended June 30, 2021 delivered to Purchaser are true and accurate in all material respects and fairly present the financial condition of the Seller. Among the books and records that will be delivered at Closing will be sufficient documentation supporting the financial statements as to permit an audit of the financial statements in accordance with audit policies of the PCAOB.

Financial Records. Manager shall have primary responsibility for creating and maintaining all financial records relating to the operations of Provider Headquarters and the Wound Care Business. The maintenance and management of all files and records shall comply with all applicable federal, Utah and local statutes, laws, rules and regulations. Provider and Manager agree to execute all necessary agreements or addendums to this Agreement for purposes of compliance with all applicable law. Manager shall give Provider full access to all financial records relating to Provider during reasonable business hours and upon adequate notice.

To be eligible to purchase the Units, a subscriber must be an “accredited investor” as defined in Rule 501 of Regulation D promulgated under the Securities Act (“Regulation D”), the requirements of which are described below, or must not be a “U.S. Person” as defined in Rule 902(k) promulgated under the Securities Act.