Common use of Financial Statements, Reports, etc Clause in Contracts

Financial Statements, Reports, etc. In the case of Corel, furnish to the Administrative Agent for each Lender: (a) within 90 days after the end of each fiscal year, its consolidated balance sheet and related statements of operations, shareholders' equity and cash flows showing the financial condition of Corel and its consolidated Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet and related statements of operations and cash flows showing the financial condition of Corel and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a Financial Officer of Corel as fairly presenting the financial condition and results of operations of Corel and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Section, a certificate of a Financial Officer of Corel (i) certifying that no Default or Event of Default has occurred or, if such a Default or an Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flow; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel or any Subsidiary with any national securities exchange, or distributed to its shareholders, as the case may be; (f) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; and (g) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request.

Financial Statements, Reports, etc. In the case of CorelHoldings, furnish to the Administrative Agent for (who will distribute to each Lender:): (a) within 90 120 days after the end of each fiscal year, its consolidated balance sheet and related statements of operationsincome, shareholders' stockholders’ equity and cash flows showing the financial condition of Corel Holdings and its consolidated Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries persons during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all in reasonable detail and prepared in accordance with GAAP, all audited by PricewaterhouseCoopers KPMG LLP or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which opinion shall not be qualified in without a “going concern” or like qualification or exception and without any material respectqualification or exception as to the scope of such audit) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel Holdings and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP; (b) within 45 60 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet and related statements of operations income, stockholders’ equity and cash flows showing the financial condition of Corel Holdings and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries persons during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting in all material respects the financial condition and results of operations of Corel Holdings and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustmentsadjustments and the absence of footnotes; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate of a Financial Officer of Corel Holdings (i) certifying that to such Financial Officer’s knowledge no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, reasonably specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail reasonably satisfactory to the Administrative Agent demonstrating compliance with the covenants covenant contained in Sections 6.13 and 6.14 Section 6.10 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Sectionabove (commencing with the fiscal year ended December 31, 2007), setting forth the Borrower's Holdings’ calculation of Excess Cash Flow; and concurrently with any delivery of financial statements under paragraph (a) above, a certificate of the accounting firm certifying that such accounting firm did not become aware of any Event of Default under Section 6.10 or, if such accounting firm shall have become aware of such an Event of Default, specifying the nature thereof (which certificate, is limited to such accounting matters and may disclaim responsibility for legal interpretations); (d) within 90 60 days after the beginning commencement of each fiscal year of CorelHoldings, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the material assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget); (e) promptly after the same become publicly available, copies of all periodic 10Q and other reports10K filings, proxy statements which shall satisfy the Borrower’s obligations under Sections 5.01(a) and other materials filed by Corel or any Subsidiary with any national securities exchange, or distributed to its shareholders, as (b) above (if containing the case may beitems required thereby); (f) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "“know your customer" ” and anti-money laundering rules and regulations, including the USA Patriot PATRIOT Act; and; (g) concurrently with the delivery of the certificate pursuant to clause (c) above (or on such later date on which a distribution may be made), a certificate of a Financial Officer of Holdings setting forth computations of the amount of any Tax Distribution or Specified Tax Payment made during the period covered thereby; (h) concurrently with the delivery of the certificate delivered pursuant to clause (c) above with respect to the end of a fiscal year, a certificate of a Financial Officer of Holdings setting forth the amount of Capital Expenditures during the relevant fiscal year, any Rollover Amount or Carryback Amount and the base amount for the next succeeding Fiscal Year; (i) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of Holdings, the Borrowers Borrower or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request; and (j) Concurrently with the delivery of the certificate delivered pursuant to clause (c) above with respect to the end of a fiscal year, the Borrower shall deliver to the Collateral Agent a certificate executed by a Responsible Officer of the Borrower attaching updated versions of the Schedules (other than Schedule IV) to the Second Lien Guarantee and Collateral Agreement or in the alternative, setting forth any and all changes to (or confirming that there has been no change in) the information set forth in or contemplated by such Schedules since the date of the most recent certificate delivered pursuant to this paragraph (j).

Financial Statements, Reports, etc. In the case of Corelthe Company, furnish to the Administrative Agent for each LenderAgent: (a) within 90 65 days after the end of each fiscal year, its consolidated balance sheet sheets and related statements of operationsincome, shareholders' changes in stockholders’ equity and cash flows flows, showing the financial condition of Corel the Company and its consolidated Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such its Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers LLP or other independent public accountants of recognized national standing acceptable to the Required Lenders and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel and its consolidated Subsidiaries the Company on a consolidated basis in accordance with GAAPGAAP consistently applied; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet sheets and related statements of operations income and cash flows flows, showing the financial condition of Corel the Company and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such its Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding such fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting the financial condition and results of operations of Corel and its consolidated Subsidiaries the Company on a consolidated basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate of a the accounting firm or Financial Officer of Corel opining on or certifying such statements (which certificate, when furnished by an accounting firm, may be limited to accounting matters and disclaim responsibility for legal interpretations) (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 6.06 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flow6.07; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials (other than materials ministerial or administrative in nature) filed by Corel it with the Securities and Exchange Commission, or any Subsidiary with Governmental Authority succeeding to any national securities exchangeof or all the functions of such Commission, or distributed to its shareholders, as the case may be; (f) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; and (ge) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Company or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request. Documents required to be delivered under this Section 5.04 may be delivered electronically and if so delivered, shall be deemed to have been delivered on the earliest date on which such documents are posted on, or a link to such documents is provided on (i) the Company’s website on the internet at ▇▇▇.▇▇▇▇▇▇.▇▇▇, (ii) the website of the U.S. Securities and Exchange Commission or (iii) the Platform.

Financial Statements, Reports, etc. In the case of Corelthe Borrower, furnish to the Administrative Agent for distribution to each Lender: (a) within 90 105 days after the end of each fiscal yearyear of the Borrower, its annual report on Form 10-K as filed with the SEC, including its consolidated balance sheet and the related consolidated statements of operations, shareholders' equity earnings and cash flows showing the financial condition of Corel and its consolidated Subsidiaries financial position as of the close end of such fiscal year and the consolidated results of its operations and the operations of cash flows for such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers LLP or other independent registered public accountants accounting firm of recognized national standing selected by the Borrower and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) accounting firm to the effect that such consolidated financial statements present fairly present in all material respects the Borrower’s financial condition position and results of operations of Corel and its consolidated Subsidiaries cash flows on a consolidated basis in accordance with GAAP; (b) within 45 60 days after the end of each of the first three fiscal quarters of each fiscal yearyear of the Borrower, its quarterly report on Form 10-Q as filed with the SEC, including its unaudited consolidated balance sheet and related consolidated statements of operations earnings and cash flows flows, showing the financial condition of Corel and its consolidated Subsidiaries financial position as of the close end of such fiscal quarter and the consolidated results of its operations and the operations of such Subsidiaries during cash flows for such fiscal quarter and the then elapsed portion of the fiscal year, year (and comparative figures for each delivery of such statements shall be deemed a representation by the same periods Borrower that such statements present fairly in all material respects the immediately preceding fiscal year, all certified by a Financial Officer of Corel as fairly presenting the Borrower’s financial condition position and results of operations of Corel and its consolidated Subsidiaries cash flows on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustmentsadjustments and the absence of footnotes); (c) concurrently with any delivery of financial statements under paragraph (aSection 6.03(a) or (b) of this Section6.03(b), a certificate of a Financial Officer of Corel the Borrower (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations demonstrating in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flowthe covenant set forth in Section 7.04 as of the last day of the period covered by such financial statements; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials reports on Form 8-K filed by Corel it with the SEC, or any Subsidiary with Governmental Authority succeeding to any national securities exchangeof or all the functions of the SEC, or and copies of all reports distributed to its shareholders, as the case may be;; and (fe) promptly after the request by any Lenderupon request, (i) all documentation and other information that such any Lender reasonably requests through the Administrative Agent in order to comply with its ongoing obligations under applicable "“know your customer" ” and anti-money laundering rules and regulations, including the USA Patriot Act; and PATRIOT Act and the Beneficial Ownership Regulation, and (gii) promptly, from time to time, such other information regarding the operations, business affairs Borrower and financial condition of the Borrowers or any Subsidiaryits Subsidiaries, or the compliance by the Borrower with the terms of any the Loan DocumentDocuments, as any Lender shall reasonably request through the Administrative Agent (it being understood that, in the case of this clause (ii), the Borrower shall not be required to provide any information or documents which are subject to confidentiality provisions the nature of which prohibit such disclosure). Information required to be delivered pursuant to this Section 6.03 (other than Section 6.03(c) or 6.03(e)(i)) shall be deemed to have been delivered on the date on which the Borrower provides notice (reasonably identifying where the applicable disclosure may be obtained) to the Administrative Agent that such information has been publicly posted on the Borrower’s website on the internet at ▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, or on the SEC’s website on the internet at ▇▇▇.▇▇▇.▇▇▇ or at another website identified in such notice and accessible by the Lenders without charge. The Borrower hereby acknowledges that (a) the Administrative Agent and/or the Arrangers may, but shall not be obligated to, make available to the Lenders materials and/or information provided by or on behalf of the Borrower hereunder (collectively, the “Borrower Materials”) by posting the Borrower Materials on an Electronic System and (b) certain of the Lenders (each, a “Public Lender”) may have personnel who do not wish to receive material non-public information with respect to the Borrower or its Subsidiaries, or the respective securities of any Lender of the foregoing, and who may be engaged in investment and other market-related activities with respect to such Persons’ securities. The Borrower hereby agrees that it will use commercially reasonable efforts to identify that portion of the Borrower Materials that may be distributed to the Public Lenders and that (acting through w) all Borrower Materials that are to be made available to Public Lenders shall be clearly and conspicuously marked “PUBLIC”, which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Borrower Materials “PUBLIC”, the Borrower shall be deemed to have authorized the Administrative Agent, the Arrangers and the Lenders to treat such Borrower Materials as not containing any material non-public information with respect to the Borrower, its Subsidiaries or the respective securities of any of the foregoing for purposes of United States Federal and state securities laws (provided that to the extent such Borrower Materials constitute Confidential Information, they shall be treated as set forth in Section 10.15); (y) may reasonably requestall Borrower Materials marked “PUBLIC” are permitted to be made available through a portion of the Electronic System designated “Public Side Information;” and (z) the Administrative Agent and the Arrangers shall be entitled to treat any Borrower Materials that are not marked “PUBLIC” as being suitable only for posting on a portion of the Electronic System not designated “Public Side Information”. Notwithstanding the foregoing, the Borrower shall be under no obligation to mark any Borrower Materials “PUBLIC”.

Financial Statements, Reports, etc. In the case of Corelthe Company, furnish to the Administrative Agent for each LenderAgent: (a) within 90 65 days after the end of each fiscal year, its consolidated balance sheet sheets and related statements of operationsincome, shareholders' changes in stockholders’ equity and cash flows flows, showing the financial condition of Corel the Company and its consolidated Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such its Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers LLP or other independent public accountants of recognized national standing acceptable to the Required Lenders and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel and its consolidated Subsidiaries the Company on a consolidated basis in accordance with GAAPGAAP consistently applied; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet sheets and related statements of operations income and cash flows flows, showing the financial condition of Corel the Company and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such its Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding such fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting the financial condition and results of operations of Corel and its consolidated Subsidiaries the Company on a consolidated basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate of a the accounting firm or Financial Officer of Corel opining on or certifying such statements (which certificate, when furnished by an accounting firm, may be limited to accounting matters and disclaim responsibility for legal interpretations) (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants covenant contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash FlowSection 6.06; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials (other than materials ministerial or administrative in nature) filed by Corel it with the Securities and Exchange Commission, or any Subsidiary Governmental Authority succeeding to any of or all the functions of such Commission, or with any national securities exchange, or distributed to its shareholders, as the case may be; (f) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; and (ge) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Company or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request. Documents required to be delivered under this Section 5.04 may be delivered electronically and if so delivered, shall be deemed to have been delivered on the earliest date on which such documents are posted on, or a link to such documents is provided on (i) the Company’s website on the internet at w▇▇.▇▇▇▇▇▇.▇▇▇, (ii) the website of the U.S. Securities and Exchange Commission or (iii) the Platform.

Financial Statements, Reports, etc. In the case of Corel, furnish Furnish to the Administrative Agent for each Lender: (a) (i) as soon as available, but in any event within 90 105 days after the end of each fiscal yearyear of EDO, its a copy of the audited consolidated balance sheet and related statements of operations, shareholders' equity and cash flows showing the financial condition of Corel EDO and its consolidated Subsidiaries as of the close end of such fiscal year and the results of its operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all related audited by PricewaterhouseCoopers or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet and related statements of operations income, shareholders equity and cash flows showing the financial condition of Corel and its consolidated Subsidiaries as of the close of flow for such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a Financial Officer of Corel as fairly presenting the financial condition and results of operations of Corel and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Section, a certificate of a Financial Officer of Corel (i) certifying that no Default or Event of Default has occurred or, if such a Default or an Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth in comparative form the Borrower's calculation of Excess Cash Flow; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows respective figures as of the end of and for such the previous fiscal year, and accompanied by a report thereon of independent certified public accountants of recognized standing selected by EDO and reasonably satisfactory to the Lenders (the "Auditor"), which report shall be unqualified; and (ii) as soon as available, but in any event within 105 days after the end of each fiscal year of EDO, a copy of the corresponding management prepared consolidating financial statements and in each case of (i) and (ii), prepared in accordance with Generally Accepted Accounting Principles, applied on a consistent basis; (i) as soon as available, but in any event not later than 60 days after the end of the first, second and third fiscal quarters of EDO, a copy of the consolidated and consolidating interim balance sheet of EDO and its Subsidiaries as of the end of each such quarter and the related interim statements of income, shareholders equity and cash flow for such quarter and the portion of the fiscal year through such date and setting forth in each case in comparative form the assumptions used respective figures for purposes the corresponding date and period in the previous fiscal year, prepared by EDO in accordance with Generally Accepted Accounting Principles, applied on a consistent basis, and accompanied by a certificate to that effect executed by the Chief Financial Officer of preparing such budgetEDO: (c) anda certificate prepared and signed by the Chief Financial Officer with each delivery required by clauses (a) and (b) as to whether or not, promptly when available, any significant revisions as of the close of such budgetpreceding period and at all times during such preceding period, the Companies and the Guarantors were in compliance with all the provisions in this Agreement, showing computation of financial covenants and quantitative negative covenants, and if the Chief Financial Officer shall have obtained knowledge of any Default or Event of Default, it shall disclose in such certificate such Default or Event of Default and the nature thereof; (d) at all times indicated in clauses (a) above a copy of the management letter, if any, prepared by the Auditor; (e) promptly after on or prior to the same become publicly available, copies tenth day of all periodic each calendar quarter a "job status report" substantially in the form previously provided to the Lenders certified by the Chief Financial Officer and other reports, proxy statements and other materials filed by Corel or any Subsidiary with any national securities exchange, or distributed to its shareholders, current as of the case may belast Business Day of the preceding calendar quarter; (f) promptly after the request by any Lenderfiling thereof, copies of all documentation regular and periodic financial information, proxy materials and other information that and reports which any Company or any Guarantor shall file with the Securities and Exchange Commission; (g) promptly after submission to any government or regulatory agency, all documents and information furnished to such Lender government or regulatory agency other than such documents and information prepared in the normal course of business and which could not result in any adverse action to be taken by such agency which action could reasonably requests in order be expected to comply have a Material Adverse Effect; (h) within ten (10) days after the end of each calendar quarter commencing with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulationsthe quarter ending September 30, including the USA Patriot Act2000 a completed Borrowing Base Certificate; and (gi) promptly, from time to time, such other information regarding the operations, business affairs and condition (financial condition or otherwise) of the Borrowers Companies or any Subsidiary, or compliance with the terms of any Loan Document, Guarantors as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request.

Financial Statements, Reports, etc. In the case of Corelthe Borrower and the Guarantors, furnish deliver to the Administrative Agent for and each Lenderof the Lenders: (a) within 90 days after the end of each fiscal year, its the Borrower's consolidated balance sheet and related statements statement of operations, shareholders' equity income and cash flows flows, showing the financial condition of Corel the Borrower and its the Guarantors on a consolidated Subsidiaries basis as of the close of such fiscal year and the results of its their respective operations during such year, the consolidated statement of the Borrower to be audited for the Borrower and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited Guarantors by PricewaterhouseCoopers Ernst & Young or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which shall not be qualified in any material respectrespect other than with respect to the Cases or a going concern qualification) and to be certified by a Financial Officer of the Borrower to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries the Guarantors on a consolidated basis in accordance with GAAP; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal yearquarters, its unaudited the Borrower's consolidated balance sheet sheets and related statements of operations income and cash flows flows, showing the financial condition of Corel the Borrower and its Subsidiaries on a consolidated Subsidiaries basis as of the close of such fiscal quarter and the results of its their operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all each certified by a Financial Officer of Corel as fairly presenting the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustments; (c) commencing with the first fiscal month following the closing Date, as soon as practicable, but in no event later than 30 days after the end of each fiscal month of the Borrower, monthly unaudited consolidated balance sheets of the Borrower and its Subsidiaries and related consolidated statements of earnings and cash flows of the Borrower and its Subsidiaries for the prior fiscal month and the then elapsed portion of the fiscal quarter, each certified by a Financial Officer of the Borrower; (i) concurrently with any delivery of financial statements under paragraph (a) or and (b) of this Sectionabove, a certificate of a Financial Officer of Corel certifying such statements (iA) certifying that no Event of Default or event which upon notice or lapse of time or both would constitute an Event of Default has occurred occurred, or, if such a Default or an Event of Default or event has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (iiB) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in provisions of Sections 6.13 6.03, 6.04, 6.05 and 6.14 and6.10 and (ii) concurrently with any delivery of financial statements under (a) above, a certificate (which certificate may be limited to accounting matters and disclaim responsibility for legal interpretations) of the accountants auditing the consolidated financial statements delivered under (a) above certifying that, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flow; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as course of the end regular audit of the business of the Borrower and for its Subsidiaries, such fiscal year accountants have obtained no knowledge that an Event of Default has occurred and setting forth is continuing, or if, in the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions opinion of such budgetaccountants, an Event of Default has occurred and is continuing, specifying the nature thereof and all relevant facts with respect thereto; (e) as soon as possible, and in any event within 30 days after the Closing Date, an analysis of the Borrower's and Guarantor's vessel and other leases, with such detail as may be reasonably satisfactory to the Agent, including but not limited to identification of the leased property, payment terms, tenor and other significant terms; (f) concurrently with any delivery of financial statements under (b) above, monthly financial projections for the following six fiscal month periods; (g) as soon as possible, and in any event within 45 days of the Closing Date, a consolidated pro forma balance sheet of the Borrower's and the Guarantors' financial condition as of the Filing Date; (h) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel it with the Securities and Exchange Commission, or any Subsidiary governmental authority succeeding to any of or all the functions of said commission, or with any national securities exchange, or distributed to its shareholders, as the case may be; (fi) as soon as available and in any event (A) within 30 days after the Borrower or any of its ERISA Affiliates knows or has reason to know that any Termination Event described in clause (i) of the definition of Termination Event with respect to any Single Employer Plan of the Borrower or such ERISA Affiliate has occurred and (B) within 10 days after the Borrower or any of its ERISA Affiliates knows or has reason to know that any other Termination Event with respect to any such Plan has occurred, a statement of a Financial Officer of the Borrower describing the full details of such Termination Event and the action, if any, which the Borrower or such ERISA Affiliate is required or proposes to take with respect thereto, together with any notices required or proposed to be given to or filed with or by the Borrower, the ERISA Affiliate, the PBGC, a Plan participant or the Plan administrator with respect thereto; (j) promptly and in any event within 10 days after receipt thereof by the Borrower or any of its ERISA Affiliates from the PBGC copies of each notice received by the Borrower or any such ERISA Affiliate of the PBGC's intention to terminate any Single Employer Plan of the Borrower or such ERISA Affiliate or to have a trustee appointed to administer any such Plan; (k) if requested by the Agent, promptly and in any event within 30 days after the request by filing thereof with the Internal Revenue Service, copies of each Schedule B (Actuarial Information) to the annual report (Form 5500 Series) with respect to each Single Employer Plan of the Borrower or any Lender, all documentation and other information that such Lender reasonably requests in order to comply with of its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; andERISA Affiliates; (gl) promptly, from time within 10 days after notice is given or required to time, such other information regarding be given to the operations, business affairs and financial condition PBGC under Section 302(f)(4)(A) of ERISA of the Borrowers failure of the Borrower or any Subsidiaryof its ERISA Affiliates to make timely payments to a Plan, or compliance with the terms a copy of any Loan Documentsuch notice filed and a statement of a Financial Officer of the Borrower setting forth (A) sufficient information necessary to determine the amount of the lien under Section 302(f)(3), as (B) the Administrative Agent reason for the failure to make the required payments and (C) the action, if any, which the Borrower or any Lender of its ERISA Affiliates proposed to take with respect thereto; (acting through m) promptly and in any event within 10 days after receipt thereof by the Administrative AgentBorrower or any ERISA Affiliate from a Multiemployer Plan sponsor, a copy of each notice received by the Borrower or any ERISA Affiliate concerning (A) may reasonably request.the imposition of Withdrawal

Financial Statements, Reports, etc. In the case of Corel, furnish Furnish to the Administrative Agent for and each Lender: (a) within 90 as soon as available, and in no event later than 105 days after the end of each fiscal yearyear (or 90 days during any time that the Borrower is subject to the periodic reporting requirements of the Securities Exchange Act of 1934, its as amended), the consolidated and consolidating balance sheet sheets and related statements of operations, shareholders' equity income and cash flows flow, showing the consolidated financial condition of Corel the Borrower and its consolidated Subsidiaries subsidiaries as of the close of such fiscal year and the results of its their operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers PriceWaterhouseCoopers LLP or other independent public accountants of recognized national standing reasonably acceptable to the Required Lenders and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the consolidated financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied; (b) within as soon as available, and in no event later than 60 days (or 45 days during any time that the Borrower is subject to the periodic reporting requirements of the Securities Exchange Act of 1934, as amended) after the end of each of the first three fiscal quarters of each fiscal year, its the unaudited consolidated and consolidating balance sheet sheets and related statements of operations income and cash flows changes in financial position, showing the consolidated financial condition of Corel the Borrower and its consolidated Subsidiaries subsidiaries as of the close of such fiscal quarter and the results of its their operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a Financial Officer of Corel the Borrower as fairly presenting the consolidated financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries on a consolidated basis subsidiaries in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustmentsadjustments and the absence of footnotes required by GAAP; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate of the accounting firm or a Financial Officer of Corel the Borrower opining on or certifying such statements (which certificate, when furnished by an accounting firm, may be limited to accounting matters and disclaim responsibility for legal interpretations) (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 7.13. 7.14, 7.15, 7.16 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flow7.17; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel the Borrower or any Subsidiary of its subsidiaries with the Securities and Exchange Commission, or any governmental authority succeeding to any of or all the functions of said Commission, or with any national securities exchange, or distributed to its any of their shareholders, as the case may be; (e) promptly following the preparation thereof, copies of each management letter prepared by the Borrower's, a Guarantor's or TAFSI's auditors (together with any response thereto prepared by the Borrower, such Guarantor or TAFSI); (f) promptly as soon as available, and in any event no later than 105 days after the request by any Lenderend of each fiscal year historical summary data for the immediately preceding year and forecasted financial projections and summary data through the end of the then current fiscal year, in substantially the same form and format as set forth in Section 11 of the 1998 Confidential Information Memorandum (including a specification of the underlying assumptions and a management discussion of historical results), all documentation certified by a Financial Officer of the Borrower to be a fair summary of its results and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" good faith estimate of the forecasted financial projections and antiresults of operations for the period through the then-money laundering rules and regulations, including the USA Patriot Act; andcurrent fiscal year; (g) upon the earlier of (i) 105 days after the end of each fiscal year of the Borrower and (ii) the date on which the financial statements with respect to such period are delivered pursuant to paragraph (a) above, a certificate of a Financial Officer of the Borrower setting forth, in detail satisfactory to the Agent, the amount of Excess Cash Flow, if any, for such period; (h) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of any Guarantor, TAFSI or the Borrowers or any SubsidiaryBorrower, or compliance with the terms of any Loan Document, as the Administrative Agent Agent, the Fronting Bank, the Swingline Lender or any Lender (acting through the Administrative Agent) may reasonably request; (i) promptly, a copy of any amendment or waiver of any provisions of any agreement referenced in Section 7.10, any amendment or waiver of any provision of the Tranche A Exchange Note Documents not requiring the consent or approval of the Lenders or any other amendment or waiver of any provisions of any agreement to the extent that such amendment or waiver is required hereunder to be furnished to the Agent, the Fronting Bank or any Lender; (j) promptly, a copy of any notice of a default received by the Borrower, TAFSI or any Guarantor under any other Loan Document; (k) promptly a copy of any notice of default received by the Borrower, TAFSI or any Guarantor (i) from any Tranche A Exchange Note Purchaser under the Tranche A Exchange Note Purchase Agreements or (ii) under the Subordinated Note Indenture; (l) a copy of all notices (other than regarding any scheduled or mandatory repayments), certificates, financial statements and reports, as and when delivered by or on behalf of the Borrower, TAFSI or any Guarantor (i) to the Tranche A Exchange Note Purchasers under the Tranche A Exchange Note Purchase Agreements or (ii) under the Subordinated Note Indenture (except to the extent any such notice, certificate, financial statement or report is otherwise required to be delivered pursuant to this Agreement); and (m) a copy of all solicitations or requests for any proposed waiver or amendment of any of the provisions of the Tranche A Exchange Note Documents or Subordinated Note Indenture (but only if the consent or approval of the Lenders is required in connection therewith).

Financial Statements, Reports, etc. In Furnish to the Administrative Agents for distribution to each Lender (except in the case of Corelthe materials required by paragraphs (d) below, furnish which shall only be furnished to the General Administrative Agent, the Japanese Administrative Agent for each Lender:and the Japanese Lenders): (a) within 90 105 days after the end of each fiscal year, its annual report on Form 10-K as filed with the SEC, including its consolidated balance sheet and the related statements of operations, shareholders' equity and cash flows consolidated earnings statement showing the its consolidated financial condition of Corel and its consolidated Subsidiaries as of the close of such fiscal year and the consolidated results of its operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers LLP or other independent certified public accountants of recognized national standing selected by the Company and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the Company’s financial condition and results of operations of Corel and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP; (b) within 45 60 days after the end of each of the first three fiscal quarters of each fiscal year, its quarterly report on Form 10-Q as filed with the SEC, including its unaudited consolidated balance sheet and related statements of operations and cash flows consolidated earnings statement, showing the its consolidated financial condition of Corel and its consolidated Subsidiaries as of the close of such fiscal quarter and the consolidated results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, year (and comparative figures for each delivery of such statements shall be deemed a representation that such statements fairly present the same periods in the immediately preceding fiscal year, all certified by a Financial Officer of Corel as fairly presenting the Company’s financial condition and results of operations of Corel and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustmentsadjustments and the absence of footnotes); (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate of a Financial Officer of Corel (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations demonstrating in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flowthe covenant set forth in Section 10.04 as of the last day of the period covered by such financial statements; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials reports on Form 8-K filed by Corel it with the SEC, or any Subsidiary with Governmental Authority succeeding to any national securities exchangeof or all the functions of the SEC, or copies of all reports distributed to its shareholders, as the case may be; (f) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; and (ge) promptly, from time to time, such other information regarding as any Lender shall reasonably request through the operations, business affairs and financial condition General Administrative Agent (it being understood that the Company shall not be required to provide any information or documents which are subject to confidentiality provisions the nature of which prohibit such disclosure). Information required to be delivered pursuant to this Section shall be deemed to have been delivered on the Borrowers or any Subsidiarydate on which the Company provides notice (reasonably identifying where the applicable disclosure may be obtained) to the General Administrative Agent that such information has been posted on the Company’s website on the internet at ▇▇▇.▇▇▇▇▇▇.▇▇▇, or compliance with on the terms of any Loan Document, as SEC’s website on the Administrative Agent internet at ▇▇▇.▇▇▇.▇▇▇ or any Lender (acting through at another website identified in such notice and accessible by the Administrative Agent) may reasonably requestLenders without charge.

Financial Statements, Reports, etc. In the case of CorelTensar Holdings, furnish to TCO and the Administrative Agent for each LenderAgent: (a) within 90 days after the end of each fiscal year, its consolidated balance sheet and related statements of operationsincome, shareholders' stockholders’ equity and cash flows showing the financial condition of Corel Tensar Holdings and its consolidated Subsidiaries subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers Pricewaterhouse Coopers LLP or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel Tensar Holdings and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, together with all information for the final month of such fiscal year set forth in Section 1.04(c) of this Schedule 3; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet and related statements of operations income, stockholders’ equity and cash flows showing the financial condition of Corel Tensar Holdings and its consolidated Subsidiaries subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting in all material respects the financial condition and results of operations of Corel Tensar Holdings and its consolidated Subsidiaries subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustmentsadjustments and the absence of footnotes, together with all information for the final month of such fiscal quarter set forth in Section 1.04(c) of this Schedule 3; (c) within 30 days after the end of the first two fiscal months of each fiscal quarter, its consolidated balance sheet and related statements of income and cash flows showing the financial condition of Tensar Holdings and its consolidated subsidiaries during such fiscal month and the then elapsed portion of the fiscal year, all certified by one of its Financial Officers as fairly presenting in all material respects, the financial condition and results of operations of Tensar Holdings and its consolidated subsidiaries on a consolidated basis in accordance with GAAP consistently applied, subject to normal year-end audit adjustments and the absence of footnotes, together with management’s discussion and analysis with respect to such financial statements; Schedule 3, Affirmative Covenants (d) concurrently with any delivery of financial statements under paragraph clause (a) or (b) of this Sectionabove, a certificate of a the accounting firm (in the case of clause (a)) or Financial Officer (in the case of Corel clause (b)) opining on or certifying such statements (which certificate, when furnished by an accounting firm, may be limited to accounting matters and disclaim responsibility for legal interpretations) (i) certifying that no Default or Event of Default or Default has occurred and is continuing or, if such a Default or an Event of Default or Default has occurredoccurred and is continuing, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to TCO and the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 1.11, 1.12. 1.13 and 6.14 1.14 of Schedule 4 and, in the case of a certificate delivered with the financial statements required by paragraph clause (a) of this Sectionabove, setting forth the Borrower's Tensar Holdings’ calculation of Excess Cash Flow; (de) within 90 Not more than 30 days after the beginning end of each fiscal year of CorelTensar Holdings, a detailed consolidated budget for such the current fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such following fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (ef) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel Tensar Holdings, Tensar or any Subsidiary with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission, or with any national securities exchange, or distributed to its shareholders, as the case may be; (fg) promptly after the request receipt thereof by Tensar Holdings, Tensar or any of the Subsidiaries, a copy of any “management letter” (whether in final or draft form) received by any Lender, all documentation such person from its certified public accountants and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Actmanagement’s response thereto; and (gh) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Tensar Holdings, Tensar or any Subsidiary, or compliance with the terms of any Loan Lease/Purchase Facilities Document, as TCO or the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request.

Financial Statements, Reports, etc. In the case of Corelthe Borrower and the Guarantors, furnish deliver to the Administrative Agent for and each Lenderof the Banks: (a) within 90 days after the end of each fiscal year, its the Borrower's consolidated and consolidating balance sheet and related statements statement of operations, shareholders' equity income and cash flows flows, showing the financial condition of Corel the Borrower and its the Guarantors on a consolidated Subsidiaries and consolidating basis as of the close of such fiscal year and the results of its their respective operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures the consolidated statement of the Borrower to be audited for the immediately preceding fiscal year, all audited Borrower and its consolidated Subsidiaries by PricewaterhouseCoopers or other independent public accountants of recognized national standing acceptable to the Required Banks and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) respect other than with respect to the Cases), and the consolidating statement to be subjected to the auditing procedures applied to such audit of the consolidated statement, and to be certified by a Financial Officer of the Borrower to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries the Guarantors on a consolidated basis in accordance with GAAPGAAP consistently applied; (b) within 45 days after the end of each of the first three fiscal quarters and within 90 days after the end of the fourth fiscal quarter of each fiscal year, its unaudited the Borrower's consolidated and consolidating balance sheet sheets and related statements of operations income and cash flows flows, showing the financial condition of Corel the Borrower and its the Guarantors on a consolidated Subsidiaries and consolidating basis as of the close of such fiscal quarter and the results of its their operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all each certified by a Financial Officer of Corel as fairly presenting the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries the Guarantors on a consolidated and consolidating basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, (i) a certificate of a Financial Officer of Corel Officer, certifying such statements (iA) certifying that no Event of Default or event which upon notice or lapse of time or both would constitute an Event of Default has occurred occurred, or, if such a Default or an Event of Default or event has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (iiB) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in provisions of Sections 6.13 6.4, 6.5 and 6.14 and6.10 and (ii) a certificate (which certificate may be limited to accounting matters and disclaim responsibility for legal interpretations) of such accountants accompanying the audited consolidated financial statements delivered under (a) above certifying that, in the case course of a certificate delivered the regular audit of the business of the Borrower and its consolidated Subsidiaries, such accountants have obtained no knowledge that an Event of Default has occurred and is continuing, or if, in the opinion of such accountants, an Event of Default has occurred and is continuing, specifying the nature thereof and all relevant facts with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flowrespect thereto; (d) within 90 thirty days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of each fiscal month (commencing with the fiscal month ending on or about December 31, 1996), the unaudited monthly cash flow reports of the Borrower and for the Guarantors on a consolidated basis and as of the close of such fiscal year month and setting forth the assumptions used for purposes results of preparing their operations during such budget) andfiscal period and the then elapsed portion of the fiscal year, promptly when availableall certified by a Financial Officer as fairly presenting the results of operations of the Borrower and the Guarantors on a consolidated basis, any significant revisions of such budgetsubject to normal year-end audit adjustments; (e) as soon as possible, and in any event within 45 days of the Closing Date, a pro forma statement of the Borrower's and Guarantors' financial condition as of the Filing Date in detail reasonably satisfactory to the Agent; (f) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel it with the Securities and Exchange Commission, or any Subsidiary governmental authority succeeding to any of or all the functions of said commission, or with any national securities exchange, or distributed to its shareholders, as the case may be; (fg) as soon as available and in any event (A) within 30 days after the Borrower or any of its ERISA Affiliates knows or has reason to know that any Termination Event described in clause (i) of the definition of Termination Event with respect to any Single Employer Plan of the Borrower or such ERISA Affiliate has occurred and (B) within 10 days after the Borrower or any of its ERISA Affiliates knows or has reason to know that any other Termination Event with respect to any such Plan has occurred, a statement of a Financial Officer of the Borrower describing such Termination Event and the action, if any, which the Borrower or such ERISA Affiliate proposes to take with respect thereto; (h) promptly and in any event within 10 days after receipt thereof by the Borrower or any of its ERISA Affiliates from the PBGC copies of each notice received by the Borrower or any such ERISA Affiliate of the PBGC's intention to terminate any Single Employer Plan of the Borrower or such ERISA Affiliate or to have a trustee appointed to administer any such Plan; (i) promptly and in any event within 30 days after the request by filing thereof with the Internal Revenue Service, copies of each Schedule B (Actuarial Information) to the annual report (Form 5500 Series) with respect to each Single Employer Plan of the Borrower or any Lender, all documentation and other information that such Lender reasonably requests in order to comply with of its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; andERISA Affiliates; (gj) within 10 days after notice is given or required to be given to the PBGC under Section 302(f)(4)(A) of ERISA of the failure of the Borrower or any of its ERISA Affiliates to make timely payments to a Plan, a copy of any such notice filed and a statement of a Financial Officer of the Borrower setting forth (A) sufficient information necessary to determine the amount of the lien under Section 302(f)(3), (B) the reason for the failure to make the required payments and (C) the action, if any, which the Borrower or any of its ERISA Affiliates proposed to take with respect thereto; (k) promptly and in any event within 10 days after receipt thereof by the Borrower or any ERISA Affiliate from a Multiemployer Plan sponsor, a copy of each notice received by the Borrower or any ERISA Affiliate concerning (A) the imposition of Withdrawal Liability by a Multiemployer Plan, (B) the determination that a Multiemployer Plan is, or is expected to be, in reorganization within the meaning of Title IV of ERISA, (C) the termination of a Multiemployer Plan within the meaning of Title IV of ERISA, or (D) the amount of liability incurred, or which may be incurred, by the Borrower or any ERISA Affiliate in connection with any event described in clause (A), (B) or (C) above; (l) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Borrower or any SubsidiaryGuarantor, or compliance with the terms of any Loan Document, material loan or financing agreements as the Administrative Agent or any Lender (acting through the Administrative Agent) Bank may reasonably request; and (m) furnish to the Agent and its counsel promptly after the same is available, copies of all pleadings, motions, applications, judicial information, financial information and other documents filed by or on behalf of the Borrower or any of the Guarantors with the Bankruptcy Court in the Cases, or distributed by or on behalf of the Borrower or any of the Guarantors to any official committee appointed in the Cases.

Financial Statements, Reports, etc. In The Borrowers and the case of Corel, furnish Subsidiaries will deliver to the Administrative Agent for and each Lenderof the Lenders: (a) within 90 ninety (90) days after the end of each fiscal year, its consolidated balance sheet sheets and related statements of operationsincome, shareholdersstockholders' equity equity, and cash flows flows, showing the financial condition of Corel the Borrowers and its consolidated their Subsidiaries as of the close of such fiscal year and the results of its their respective operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures the consolidated statements to be audited for the immediately preceding fiscal year, all audited Borrowers by PricewaterhouseCoopers their current independent auditors or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which shall not be qualified in any material respectother than with respect to the Cases or a going concern qualification) and to be certified by a Financial Officer of each of the Borrowers to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel and its consolidated Subsidiaries the Borrowers on a consolidated basis in accordance with GAAP; (b) commencing with the financial statements for the Borrowers' fiscal quarter ending November 13, 2004, which shall be delivered to the Administrative Agent and each of the Lenders not later than December 28, 2004, and thereafter within 45 forty-five (45) days after the end of each of the first three fiscal quarters of each fiscal year of the Borrowers, and within ninety (90) days after the end of the fourth fiscal quarter of each fiscal year, its unaudited consolidated balance sheet sheets and related statements of operations income, stockholders' equity and cash flows flows, showing the financial condition of Corel the Borrowers and its their Subsidiaries on a consolidated Subsidiaries basis, in each case as of the close of such fiscal quarter and the results of its their operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all each certified by a Financial Officer of Corel each of the Borrowers as fairly presenting the financial condition and results of operations of Corel and its consolidated Subsidiaries the Borrowers on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove as applicable, (i) a certificate of a Financial Officer of Corel each of the Borrowers (iA) certifying that no Event of Default or event which upon notice or lapse of time or both would constitute an Event of Default has occurred occurred, or, if such a Default or an Event of Default or event has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (iiB) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in provisions of Sections 6.13 6.3, 6.4, 6.5 and 6.14 and6.10 and (ii) a certificate of such accountants accompanying the audited consolidated financial statements delivered under (a) above certifying that, in the case course of a certificate delivered the regular audit of the business of the Borrowers and their Subsidiaries, such accountants have obtained no knowledge that an Event of Default has occurred and is continuing, or if, in the opinion of such accountants, an Event of Default has occurred and is continuing, specifying the nature thereof and all relevant facts with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flowrespect thereto; (d) commencing with monthly financial statements for the Borrowers' fiscal month ending September 18, 2004, which shall be delivered to the Administrative Agent and the Lenders as soon as possible, and in any event no later than November 22, 2004, and thereafter within 90 forty-five (45) days after the beginning end of each fiscal month, unaudited monthly consolidated balance sheets and related statements of income and cash flows of the Borrowers and their Subsidiaries, in form and substance satisfactory to the Administrative Agent and showing the results of the Borrowers operations during such fiscal month and the then elapsed portion of the fiscal year; (e) as soon as possible, and in any event no later than October 22, 2004, a forecast of the sources and uses of cash by the Borrowers on a weekly basis for the succeeding thirteen (13) calendar weeks, in form and substance satisfactory to the Administrative Agent and Loughlin Meghji & Company or such other financial advisor as may ▇▇ ▇▇▇▇▇▇▇▇▇▇ to the Administrative Agent (as updated from time to time pursuant to Section 5.1(f), the "Forecast"); (f) commencing on the date which is two (2) weeks after the Borrowers' delivery of the Forecast pursuant to Section 5.1(e), and every two (2) weeks thereafter, an update of the Forecast for the then succeeding thirteen (13) calendar weeks, in form and substance satisfactory to the Administrative Agent and Loughlin Meghji & Company or such other financial advisor as may ▇▇ ▇▇▇▇▇▇▇▇▇▇ to the Administrative Agent; (g) as soon as possible, and in any event no later than January 20, 2005, a projected operating budget (which shall include income statements, balance sheets and cash flow statements) detailing, on a monthly and quarterly basis, the Borrowers' anticipated cash receipts and disbursements for the period ending on the Maturity Date, and setting forth the anticipated uses of the Commitment, in form and substance satisfactory to the Administrative Agent and Loughlin Meghji & Company, or such other financial advisor as ma▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇ to the Administrative Agent (as updated from time to time pursuant to Section 5.1(h), the "Budget"); (h) commencing as soon as possible, and in any event not later than January 20, 2005, within forty-five (45) days after the end of each fiscal month, a summary of the results of the Borrowers' business operations for the preceding month as compared to the corresponding period in the Budget, including a discussion of significant variances, which summary shall describe results on the basis of the Borrowers and their respective Subsidiaries on a consolidated basis; (i) commencing with an update for the Borrowers' fiscal quarter ending March 5, 2005, which shall be delivered to the Administrative Agent and the Lenders no later than April 19, 2005, and thereafter within forty-five (45) days after the end of each of the first three fiscal quarters of each fiscal year of Corelthe Borrowers, a detailed consolidated budget for such fiscal year and within sixty (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of 60) days from the end of and for such the last fiscal quarter of each fiscal year of the Borrowers, an update of the Budget satisfactory in form and setting forth substance to the assumptions used for purposes of preparing Administrative Agent and Loughlin Meghji & Company or such budget) andother financial advisor as may ▇▇ ▇▇▇▇▇▇▇▇▇▇ to Administrative Agent, promptly when available, any significant revisions of and be available to discuss such budgetupdated Budget with the Administrative Agent upon the Administrative Agent's reasonable request; (ej) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel it with the Securities and Exchange Commission, or any Subsidiary governmental authority succeeding to any of or all the functions of said commission, or with any national securities exchange, or distributed to its shareholders, as the case may be; (f) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; and (g) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request.

Financial Statements, Reports, etc. In the case of Corelthe Borrower, furnish to the Administrative Agent for distribution to each Lender: (a) within 90 105 days after the end of each fiscal yearyear of the Borrower, its annual report on Form 10-K as filed with the SEC, including its consolidated balance sheet and the related consolidated statements of operations, shareholders' equity earnings and cash flows showing the financial condition of Corel and its consolidated Subsidiaries financial position as of the close end of such fiscal year and the consolidated results of its operations and the operations of cash flows for such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers LLP or other independent registered public accountants accounting firm of recognized national standing selected by the Borrower and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) accounting firm to the effect that such consolidated financial statements present fairly present in all material respects the Borrower’s financial condition position and results of operations of Corel and its consolidated Subsidiaries cash flows on a consolidated basis in accordance with GAAP; (b) within 45 60 days after the end of each of the first three fiscal quarters of each fiscal yearyear of the Borrower, its quarterly report on Form 10-Q as filed with the SEC, including its unaudited consolidated balance sheet and related consolidated statements of operations earnings and cash flows flows, showing the financial condition of Corel and its consolidated Subsidiaries financial position as of the close end of such fiscal quarter and the consolidated results of its operations and the operations of such Subsidiaries during cash flows for such fiscal quarter and the then elapsed portion of the fiscal year, year (and comparative figures for each delivery of such statements shall be deemed a representation by the same periods Borrower that such statements present fairly in all material respects the immediately preceding fiscal year, all certified by a Financial Officer of Corel as fairly presenting the Borrower’s financial condition position and results of operations of Corel and its consolidated Subsidiaries cash flows on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustmentsadjustments and the absence of footnotes); (c) concurrently with any delivery of financial statements under paragraph (aSection 6.03(a) or (b) of this Section6.03(b), a certificate of a Financial Officer of Corel the Borrower (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flow; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel or any Subsidiary with any national securities exchange, or distributed to its shareholders, as the case may be; (f) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; and (g) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request.

Financial Statements, Reports, etc. In the case of Corelthe Borrower, furnish to the Administrative Agent for each LenderAgent: (a) within 90 100 days after the end of each fiscal yearyear commencing with Borrower’s fiscal year ending December 31, 2021, its consolidated balance sheet and related statements of operationsincome, shareholders' stockholders’ equity and cash flows showing the financial condition of Corel the Borrower and its consolidated Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers LLP or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which shall not be qualified in subject to any material respect“going concern” or like qualification or exception or any qualification or exception as to the scope of such audit) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP; (b) within 45 50 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet and related statements of operations income, stockholders’ equity and cash flows showing the financial condition of Corel the Borrower and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, compared with the results of its operations and comparative figures for the same periods operations of its Subsidiaries in the immediately preceding corresponding quarter from the prior fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (aSection 7.04(a) or (b7.04(b) of this Sectionabove, a certificate of duly completed Compliance Certificate, signed by a Financial Officer of Corel (i) certifying that no Default or Event of Default has occurred or, if such a Default or an Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flow; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget[reserved]; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel the Borrower or any Subsidiary with the SEC or with any national securities exchange, or distributed to its shareholders, as the case may be; (f) promptly after the request receipt thereof by the Borrower or any of its Subsidiaries, a copy of any final “management letter” received by any Lendersuch Person from its certified public accountants and management’s response thereto; (g) promptly following any request therefor, all information and documentation and other information that such reasonably requested by the Administrative Agent or any Lender reasonably requests in order to comply for purposes of compliance with its ongoing obligations under applicable "“know your customer" and ” requirements under the PATRIOT Act, the Beneficial Ownership Regulation or other applicable anti-money laundering rules and regulations, including the USA Patriot Actlaws; and (gh) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Borrower or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender may reasonably request. Documents required to be delivered pursuant to Section 7.04(a), 7.04(b) or 7.04(e) (acting through to the extent any such documents are included in materials otherwise filed with the SEC) may be delivered electronically and, if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website on the Internet at the website address listed on Schedule 11.02; or (ii) on which such documents are posted on the Borrower’s behalf on an Internet or intranet website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent); provided that the Borrower shall notify (which may be by facsimile or electronic mail) the Administrative Agent (which shall notify each Lender) of the posting of any such document and, promptly upon request by the Administrative Agent, provide to the Administrative Agent by electronic mail an electronic version (i.e., a soft copy) of any such document specifically requested by the Administrative Agent. The Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The Borrower hereby acknowledges that (a) the Administrative Agent and/or BAS may, but shall not be obligated to, make available to the Lenders and the L/C Issuer materials and/or information provided by or on behalf of the Borrower hereunder (collectively, “Borrower Materials”) by posting the Borrower Materials on ClearPar, IntraLinks, Syndtrak or another similar electronic transmission system (as applicable, the “Platform”) and (b) certain of the Lenders (each, a “Public Lender”) may reasonably requesthave personnel who do not wish to receive material non-public information with respect to the Borrower or its Affiliates, or the respective securities of any of the foregoing, and who may be engaged in investment and other market-related activities with respect to such Persons’ securities. The Borrower hereby agrees that (w) all Borrower Materials that are to be made available to Public Lenders shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Borrower Materials “PUBLIC,” the Borrower shall be deemed to have authorized the Administrative Agent, BAS, the L/C Issuer and the Lenders to treat such Borrower Materials as not containing any material non-public information with respect to the Borrower or its securities for purposes of United States Federal and state securities laws (provided, however, that to the extent such Borrower Materials constitute Information, they shall be treated as set forth in Section 11.07); (y) all Borrower Materials marked “PUBLIC” are permitted to be made available through a portion of the Platform designated “Public Side Information;” and (z) the Administrative Agent and BAS shall be entitled to treat any Borrower Materials that are not marked “PUBLIC” as being suitable only for posting on a portion of the Platform not designated as “Public Side Information.” Notwithstanding the foregoing, the Borrower shall be under no obligation to ▇▇▇▇ any Borrower Materials “PUBLIC.”

Financial Statements, Reports, etc. In the case of Corelthe Borrower, furnish to the Administrative Agent (for each Lender:further delivery by the Administrative Agent to the Issuing Bank and the Lenders in accordance with its customary practice): (a) within 90 days after the end of each fiscal year, its consolidated audited Consolidated balance sheet sheets and related statements of operations, shareholders' equity income and cash flows flow, showing the financial condition of Corel the Borrower and its consolidated Consolidated Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers or other independent public accountants of recognized national standing reasonably acceptable to the Administrative Agent and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated Consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel and its consolidated Subsidiaries the Borrower on a consolidated Consolidated basis in accordance with GAAPGAAP consistently applied; (b) within 45 50 days after the end of each of the first three fiscal quarters of each fiscal year, beginning with the fiscal quarter ending June 30, 2012, its unaudited consolidated Consolidated balance sheet sheets and related statements of operations income and cash flows flow, showing the financial condition of Corel the Borrower and its consolidated Consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a the Financial Officer of Corel the Borrower as fairly presenting in all material respects the financial condition and results of operations of Corel and its consolidated Subsidiaries the Borrower on a consolidated Consolidated basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustmentsadjustments and the absence of footnotes; (c) concurrently with any delivery of financial statements under paragraph clause (a) or (b) of this Sectionabove, a certificate of a the accounting firm or the Financial Officer of Corel the Borrower opining on or certifying such statements (which certificate, when furnished by an accounting firm, may be limited to accounting matters and disclaim responsibility for legal interpretations) and in any event will be based on the actual knowledge after due inquiry of the Person giving the certificate, and: (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and thereto; (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.11, 6.12 and 6.13 (except that the requirements set forth in this clause (ii) shall not apply to the quarterly financial statements related to the fiscal quarter ending on June 30, 2012); and (iii) with respect to the computations delivered pursuant to Section 5.04(c)(ii), the Financial Officer shall break out and 6.14 and, in the case of a certificate delivered with separately provide the financial statements required by paragraph (a) information relating solely to Domestic Subsidiaries that are Unrestricted Subsidiaries and certify the accuracy of this Section, setting forth the Borrower's calculation of Excess Cash Flowsuch information; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies (which such deliveries may be made by email or facsimile) of all periodic and other reports, proxy statements and other materials filed by Corel it with the Securities and Exchange Commission, or any Subsidiary Governmental Authority succeeding to any of or all the functions of said Commission, or with any national securities exchange, or distributed to its shareholders, as the case may be; (f) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; and (ge) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Borrower or any Restricted Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender may reasonably request. Any of the deliveries required by this Section 5.04 may be made by email or facsimile to the Administrative Agent in accordance with Section 9.01, provided that the financial statements required to be delivered pursuant to paragraphs (acting through a) and (b) above and the information required to be delivered pursuant to paragraph (d) above shall be deemed to have been delivered on the date on which the Borrower has posted, and has provided notice to the Administrative Agent of such posting of, such information on the Borrower’s and/or the Securities and Exchange Commission’s website on the internet at the website address provided in such notice, or at another website accessible by the Lenders without charge. Notwithstanding the foregoing, (i) the Borrower shall deliver paper copies of the reports and financial statements referred to in paragraphs (a) and (b) of this Section 5.04 to the Administrative Agent or any Lender who requests the Borrower to deliver such paper copies until written notice to cease delivering paper copies is given by the Administrative Agent or such Lender and (ii) upon request of the Administrative Agent, the Borrower shall deliver a paper copy of the certificate required by paragraph (c) of this Section 5.04. The Borrower hereby acknowledges that (a) the Administrative Agent will make available to the Lenders and the Issuing Bank materials and/or information provided by or on behalf of the Borrower hereunder (collectively, “Borrower Materials”) by posting the Borrower Materials on SyndTrak Online or another similar electronic system (the “Platform”) and (b) certain of the Lenders may reasonably requestbe “public-side” Lenders (i.e., Lenders that do not wish to receive material non-public information with respect to the Borrower or its securities) (each, a “Public Lender”). The Borrower hereby agrees that, if requested by the Administrative Agent, it will use commercially reasonable efforts to identify that portion of the Borrower Materials that may be distributed to the Public Lenders and that (i) all such Borrower Materials shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (ii) by marking Borrower Materials “PUBLIC,” the Borrower shall be deemed to have authorized the Administrative Agent, the Issuing Lender and the Lenders to treat such Borrower Materials as not containing any material non-public information (although it may be sensitive and proprietary) with respect to the Borrower or its securities for purposes of United States Federal and state securities laws (provided, however, that to the extent such Borrower Materials constitute Proprietary Information, they shall be treated as set forth in Section 9.15); (iii) all Borrower Materials marked “PUBLIC” are permitted to be made available through a portion of the Platform designated “Public Investor;” and (iv) the Administrative Agent shall be entitled to treat any Borrower Materials that are not marked “PUBLIC” as being suitable only for posting on a portion of the Platform not designated “Public Investor.” Notwithstanding the foregoing, (x) the Borrower shall be under no Obligation to ▇▇▇▇ any Borrower Materials “PUBLIC” and (y) each Public Lender shall designate to the Administrative Agent one or more persons who are entitled to receive and view Borrower Materials containing material non-public information to the same extent as Lenders that are not Public Lenders.

Financial Statements, Reports, etc. In The Borrower will maintain, for itself and each Subsidiary (other than the case Excluded Subsidiary), a system of Corelaccounting established and administered in accordance with GAAP or IFRS, as applicable, and will furnish to the Administrative Agent for and each Lender:Lender (through the Administrative Agent): (a) within 90 days after the end of each of its fiscal yearyears, its audited consolidated balance sheet and related consolidated statements of operationsincome, shareholderschanges in stockholders' equity and cash flows showing the financial condition of Corel and its consolidated Subsidiaries as of the close end of such fiscal year and the results of its operations and the operations of such Subsidiaries during for such fiscal year, together with setting forth in each case in comparative form the figures for the immediately preceding prior fiscal year, all audited by PricewaterhouseCoopers or other independent public accountants of recognized national standing and accompanied by an opinion unqualified (except for qualifications relating to changes in accounting principles or practices reflecting changes in GAAP and required or approved by the Borrower's independent certified public accountants) audit report certified by an independent registered public accounting firm of such accountants (which shall not be qualified in any material respect) nationally recognized standing to the effect that such consolidated financial statements fairly present fairly, in all material respects respects, the financial condition and position, results of operations and cash flows of Corel the Borrower and its consolidated the Consolidated Subsidiaries on a consolidated basis as of the end of and for such year in accordance with GAAP; (b) within 45 days after the end of each of the first three fiscal quarters of each of its fiscal yearyears, its unaudited consolidated balance sheet and related consolidated statements of operations income, changes in stockholders' equity and cash flows showing the financial condition of Corel and its consolidated Subsidiaries as of the close end of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during for such fiscal quarter and the then elapsed portion of the fiscal year, and setting forth in each case in comparative form the figures for the same corresponding period or periods of (or, in the immediately preceding case of the balance sheet, as of the end of) the prior fiscal year, all certified by a Financial Officer of Corel the Borrower as fairly presenting fairly, in all material respects, the financial condition and position, results of operations and cash flows of Corel the Borrower and its consolidated the Consolidated Subsidiaries on a consolidated basis as of the end of and for such fiscal quarter and such portion of the fiscal year in accordance with GAAP, subject to normal year-end audit adjustmentsadjustments and the absence of certain footnotes; (c) concurrently together with any each delivery of financial statements under paragraph clause (a) or (b) of this SectionSection 5.04, a compliance certificate substantially in the form of Exhibit C signed by a Financial Officer of Corel the Borrower, (i) certifying that no Default or Event of as to whether a Default has occurred orand, if such a Default or an Event of Default has occurred, specifying the nature and extent details thereof and any corrective action taken or proposed to be taken with respect thereto and thereto, (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent reasonably detailed calculations demonstrating compliance with Section 6.07 and (iii) stating whether any change in GAAP or in the covenants contained application thereof has occurred since the date of the consolidated balance sheet of the Borrower most recently theretofore delivered under clause (a) or (b) of this Section 5.04 (or, prior to the first such delivery, referred to in Sections 6.13 and 6.14 Section 3.05) and, in if any such change has occurred, specifying the case effect of a certificate delivered with such change on the financial statements required by paragraph (aincluding those for the prior periods) of this Section, setting forth the Borrower's calculation of Excess Cash Flowaccompanying such certificate; (d) as soon as possible and in any event within 90 days 10 Business Days after any Responsible Officer of the beginning Borrower knows that (i) any Reportable Event has occurred with respect to any Plan, (ii) any Withdrawal Liability has been incurred with respect to any Multiemployer Plan or (iii) the Borrower or any member of each fiscal year the Controlled Group has received any notice concerning the imposition of CorelWithdrawal Liability or a determination that a Multiemployer Plan is, or is expected to be, insolvent or in reorganization within the meaning of Title IV of ERISA or in endangered or critical status within the meaning of Section 305 of ERISA or Section 432 of the Code, a detailed consolidated budget for such fiscal year (including statement, signed by a projected consolidated balance sheet and related statements of projected operations and cash flows as Financial Officer of the end of Borrower, describing such Reportable Event, Withdrawal Liability or notice and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budgetaction which the Borrower proposes to take with respect thereto; (e) promptly after upon the same become publicly availablefurnishing thereof to the shareholders of the Borrower, copies of all periodic financial statements, reports and other reports, proxy statements and other materials filed by Corel or any Subsidiary with any national securities exchange, or distributed to its shareholders, as the case may beso furnished; (f) promptly upon the filing thereof, copies of all registration statements and annual, quarterly, monthly or other regular reports which the Borrower or any Consolidated Subsidiary files with the Securities and Exchange Commission or financial reports material to the interests of the Lenders or to the ability of the Borrower to perform its obligations under the Loan Documents; (g) within 10 Business Days after the end of each calendar month, a certificate signed by a Financial Officer of the Borrower certifying as to the dollar amount of Long-Term Assets Under Management as of the close of business on each Business Day during such month; (h) upon a reasonable request of the Administrative Agent therefor (and, in any event, no later than 12:00 noon, New York City time, on the second Business Day following the day of such request), a certificate signed by any Lendera Financial Officer of the Borrower certifying as to the dollar amount of Long-Term Assets Under Management as of the close of business on each of the three consecutive Business Days immediately preceding the date of such request; (i) promptly after ▇▇▇▇▇'▇ or S&P shall have announced a downgrade of the rating in effect for the Index Debt, all documentation and written notice of such change; and (j) such other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable (including financial information and any information required by the Patriot Act or any other "know your customer" and anti-money laundering rules and or similar laws or regulations, including the USA Patriot Act; and (g) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender may from time to time reasonably request. The financial statements (acting through and the related audit opinions and certifications) required to be delivered by the Borrower pursuant to clauses (a) and (b) of this Section 5.04 and the reports and statements required to be delivered by the Borrower pursuant to clauses (e) and (f) of this Section 5.04 shall be deemed to have been delivered (i) when reports containing such financial statements (and the related audit opinions and certifications) or other materials are posted on the Borrower's website on the internet at ▇▇▇▇://▇▇.▇▇▇▇▇.▇▇▇ (or any successor page identified in a notice given to the Administrative AgentAgent and the Lenders) may reasonably requestor on the SEC's website on the internet at ▇▇▇.▇▇▇.▇▇▇ and the Borrower has notified the Administrative Agent (who in turn shall notify the Lenders) that such reports have been so posted or (ii) when such financial statements, reports or statements are delivered in accordance with Section 9.17(a).

Financial Statements, Reports, etc. In the case of Corelthe Borrower, furnish to the Administrative Agent for each LenderAgent: (a) within 90 100 days after the end of each fiscal yearyear commencing with ▇▇▇▇▇▇▇▇’s fiscal year ending December 31, 2024, its consolidated balance sheet and related statements of operationsincome, shareholders' stockholders’ equity and cash flows showing the financial condition of Corel the Borrower and its consolidated Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers LLP or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which shall not be qualified in subject to any material respect“going concern” or like qualification or exception or any qualification or exception as to the scope of such audit) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP; (b) within 45 50 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet and related statements of operations income, stockholders’ equity and cash flows showing the financial condition of Corel the Borrower and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, compared with the results of its operations and comparative figures for the same periods operations of its Subsidiaries in the immediately preceding corresponding quarter from the prior fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (aSection 7.04(a) or (b7.04(b) of this Sectionabove, a certificate of duly completed Compliance Certificate, signed by a Financial Officer of Corel (i) certifying that no Default or Event of Default has occurred or, if such a Default or an Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flow; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget[reserved]; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel the Borrower or any Subsidiary with the SEC or with any national securities exchange, or distributed to its shareholders, as the case may be; (f) promptly after the request receipt thereof by the Borrower or any of its Subsidiaries, a copy of any final “management letter” received by any Lendersuch Person from its certified public accountants and management’s response thereto; (g) promptly following any request therefor, all information and documentation and other information that such reasonably requested by the Administrative Agent or any Lender reasonably requests in order to comply for purposes of compliance with its ongoing obligations under applicable "“know your customer" and ” requirements under the PATRIOT Act, the Beneficial Ownership Regulation or other applicable anti-money laundering rules and regulations, including the USA Patriot Actlaws; and (gh) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Borrower or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender may reasonably request. Documents required to be delivered pursuant to Section 7.04(a), 7.04(b) or 7.04(e) (acting through to the extent any such documents are included in materials otherwise filed with the SEC) may be delivered electronically and, if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website on the Internet at the website address listed on Schedule 11.02; or (ii) on which such documents are posted on the Borrower’s behalf on an Internet or intranet website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent); provided that the Borrower shall notify (which may be by facsimile or electronic mail) the Administrative Agent (which shall notify each Lender) of the posting of any such document and, promptly upon request by the Administrative Agent, provide to the Administrative Agent by electronic mail an electronic version (i.e., a soft copy) of any such document specifically requested by the Administrative Agent. The Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The Borrower hereby acknowledges that (a) the Administrative Agent and/or BAS may, but shall not be obligated to, make available to the Lenders and the L/C Issuer materials and/or information provided by or on behalf of the Borrower hereunder (collectively, “Borrower Materials”) by posting the Borrower Materials on ClearPar, IntraLinks, Syndtrak or another similar electronic transmission system (as applicable, the “Platform”) and (b) certain of the Lenders (each, a “Public Lender”) may reasonably requesthave personnel who do not wish to receive material non-public information with respect to the Borrower or its Affiliates, or the respective securities of any of the foregoing, and who may be engaged in investment and other market-related activities with respect to such Persons’ securities. The Borrower hereby agrees that (w) all Borrower Materials that are to be made available to Public Lenders shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Borrower Materials “PUBLIC,” the Borrower shall be deemed to have authorized the Administrative Agent, BAS, the L/C Issuer and the Lenders to treat such Borrower Materials as not containing any material non-public information with respect to the Borrower or its securities for purposes of United States Federal and state securities laws (provided, however, that to the extent such Borrower Materials constitute Information, they shall be treated as set forth in Section 11.07); (y) all Borrower Materials marked “PUBLIC” are permitted to be made available through a portion of the Platform designated “Public Side Information;” and (z) the Administrative Agent and BAS shall be entitled to treat any Borrower Materials that are not marked “PUBLIC” as being suitable only for posting on a portion of the Platform not designated as “Public Side Information.” Notwithstanding the foregoing, the Borrower shall be under no obligation to mark any Borrower Materials “PUBLIC.”

Financial Statements, Reports, etc. In the case of Corelthe Borrower, furnish to the Administrative Agent for each LenderAgent: (a) within 90 100 days after the end of each fiscal yearyear commencing with Borrower’s fiscal year ending December 31, 2012, its consolidated balance sheet and related statements of operationsincome, shareholders' stockholders’ equity and cash flows showing the financial condition of Corel the Borrower and its consolidated Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers LLP or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which shall not be qualified in subject to any material respect“going concern” or like qualification or exception or any qualification or exception as to the scope of such audit) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP; (b) within 45 50 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet and related statements of operations income, stockholders’ equity and cash flows showing the financial condition of Corel the Borrower and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, compared with the results of its operations and comparative figures for the same periods operations of its Subsidiaries in the immediately preceding corresponding quarter from the prior fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (aSection 7.04(a) or (b7.04(b) of this Sectionabove, a certificate of duly completed Compliance Certificate, signed by a Financial Officer of Corel (i) certifying that no Default or Event of Default has occurred or, if such a Default or an Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flow; (d) unless the Borrower has Investment Grade Ratings, within 90 30 days after the beginning end of each fiscal year of Corelthe Borrower, a detailed consolidated budget for such the current fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows flow as of the end of and for each quarter of such fiscal year and as of the end of and for such fiscal year and setting forth describing the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel the Borrower or any Subsidiary with the SEC or with any national securities exchange, or distributed to its shareholders, as the case may be; (f) promptly after the request receipt thereof by the Borrower or any of its Subsidiaries, a copy of any final “management letter” received by any Lender, all documentation such Person from its certified public accountants and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Actmanagement’s response thereto; and (g) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Borrower or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender may reasonably request. Documents required to be delivered pursuant to Section 7.04(a), 7.04(b) or 7.04(e) (acting through to the extent any such documents are included in materials otherwise filed with the SEC) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto on the Borrower’s website on the Internet at the website address listed on Schedule 11.02; or (ii) on which such documents are posted on the Borrower’s behalf on an Internet or intranet website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent); provided that: (i) the Borrower shall deliver paper copies of such documents to the Administrative Agent or any Lender upon its request to the Borrower to deliver such paper copies until a written request to cease delivering paper copies is given by the Administrative Agent or such Lender and (ii) the Borrower shall notify the Administrative Agent and each Lender (by telecopier or electronic mail) of the posting of any such documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such documents. The Administrative Agent shall have no obligation to request the delivery of or to maintain paper copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request by a Lender for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. Notwithstanding the foregoing, so long as all of the Lenders hereunder are then party to the Existing Credit Agreement, the Borrower shall be deemed to have delivered, and the Administrative Agent shall be deemed to have received, the items required to be furnished under this Section 5.01 when any such item is furnished by the Borrower pursuant to, and in accordance with the terms of, the Existing Credit Agreement. The Borrower hereby acknowledges that (a) the Administrative Agent and/or JPMS will make available to the Lenders materials and/or information provided by or on behalf of the Borrower hereunder (collectively, “Borrower Materials”) by posting the Borrower Materials on IntraLinks or another similar electronic system (the “Platform”) and (b) certain of the Lenders (each a “Public Lender”) may reasonably requesthave personnel who do not wish to receive material non-public information with respect to the Borrower or its Affiliates, or the respective securities of any of the foregoing, and who may be engaged in investment and other market-related activities with respect to such Persons’ securities. The Borrower hereby agrees that (w) all Borrower Materials that are to be made available to Public Lenders shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Borrower Materials “PUBLIC,” the Borrower shall be deemed to have authorized the Administrative Agent, JPMS and the Lenders to treat such Borrower Materials as not containing any material non-public information with respect to the Borrower or its securities for purposes of United States federal and state securities laws (provided, however, that to the extent such Borrower Materials constitute Information, they shall be treated as set forth in Section 11.07); (y) all Borrower Materials marked “PUBLIC” are permitted to be made available through a portion of the Platform designated as “Public Side Information;” and (z) the Administrative Agent and JPMS shall be entitled to treat any Borrower Materials that are not marked “PUBLIC” as being suitable only for posting on a portion of the Platform that is not marked as “Public Side Information.” Notwithstanding the foregoing, the Borrower shall be under no obligation to ▇▇▇▇ any Borrower Materials “PUBLIC.”

Financial Statements, Reports, etc. In the case of CorelHoldings, furnish to the Administrative Agent for Agent, which shall furnish to each Lender: (a) within 90 days after the end of each fiscal year, its consolidated balance sheet statements of comprehensive income, consolidated statements of financial position and related consolidated statements of operations, shareholders' changes in equity and cash flows showing the financial condition of Corel Holdings and its consolidated Subsidiaries subsidiaries as of the close of such fiscal year and the results of its operations and the operations of Holdings and such Subsidiaries subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which opinion shall not be qualified without a “going concern” explanatory note or any similar qualification or like exception and without any qualification or like exception as to the scope of such audit (other than any such explanatory note, qualification or like exception that is expressed solely with respect to, or resulting solely from, (i) a maturity date in respect of any material respectTerm Loans or Revolving Credit Commitments or Revolving Loans that is scheduled to occur within one year from the date of delivery of such opinion or (ii) any inability or potential inability to satisfy the covenant set forth in Section 6.12 of this Agreement on a future date or in a future period)) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel Holdings and its consolidated Subsidiaries subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, together with a customary “management discussion and analysis” section; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet statements of comprehensive income, consolidated [[5517420]] #93623000v7 statements of financial position and related consolidated statements of operations changes in equity and cash flows showing the financial condition of Corel Holdings and its consolidated Subsidiaries subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of Holdings and such Subsidiaries subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a its Financial Officer of Corel as fairly presenting in all material respects the financial condition and results of operations of Corel Holdings and its consolidated Subsidiaries subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustmentsadjustments and the lack of notes thereto, together with a customary “management discussion and analysis” section; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate of a its Financial Officer in the form of Corel Exhibit K (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and thereto, (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with (which shall include a reasonably detailed calculation of Consolidated EBITDA for the covenants contained in Sections 6.13 and 6.14 relevant period) of the Total Secured Leverage Ratio, the Total Leverage Ratio and, solely in the case of a any such certificate delivered with the financial statements required by under paragraph (a) above, the Senior Secured First Lien Leverage Ratio, in each case on the last day of this Section, setting forth the Borrower's calculation of Excess Cash Flowrelevant period; (d) within 90 days after the beginning of each fiscal year of CorelHoldings, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel Holdings or any Subsidiary with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission, or with any national securities exchange, or distributed to its shareholdersshareholders or equityholders, as the case may be; (f) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "“know your customer" ” and anti-money laundering rules and regulations, including the USA Patriot PATRIOT Act; and; (g) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Holdings or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent (on [[5517420]] #93623000v7 its own behalf or on behalf of any Lender (acting through the Administrative Agent) may reasonably request; (h) provide all information reasonably requested by the Administrative Agent on behalf of any Lender required in order to manage such L▇▇▇▇▇’s anti-money laundering, counter-terrorism financing or economic and trade sanctions risk or to comply with any laws or regulations; and (i) upon or reasonably promptly after each designation of a Subsidiary as an “Unrestricted Subsidiary” and each Subsidiary Redesignation, in each case in accordance with the terms of this Agreement, provide written notice of such designation or Subsidiary Redesignation, as applicable, to the Administrative Agent (who shall promptly notify the Lenders).

Financial Statements, Reports, etc. In the case of Coreleach Borrower, furnish to the Administrative Agent for (which shall promptly furnish to each Lender:): (a) within 90 95 days after the end of each fiscal year, its consolidated balance sheet sheets and related statements of operationsearnings and statements of cash flows, shareholders' equity and cash flows together with the notes thereto, showing the financial condition position of Corel such Borrower and its consolidated Subsidiaries as of the close of such fiscal year and the results of its their operations and the operations of such Subsidiaries subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers KPMG LLP or other independent public accountants of recognized national standing acceptable to the Required Lenders and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the financial condition position and results of operations of Corel each such Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, except as therein noted; (b) within 45 50 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet sheets and related statements of operations and earnings and, with respect to Weyerhaeuser, statements of cash flows flows, showing the financial condition position of Corel Weyerhaeuser and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such consolidated Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods all certified (in the immediately preceding fiscal yearform of Exhibits D-1 and D-2, all certified with respect to Weyerhaeuser and WRECO, respectively) by a one of its Financial Officer of Corel Officers as fairly presenting the financial condition position and results of operations of Corel each such Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, except as therein noted, subject to normal appropriate year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate (in the form of a Exhibits D-3 and D-4, with respect to Weyerhaeuser and WRECO, respectively) of the accounting firm or Financial Officer of Corel such Borrower opining on or certifying such statements (which certificate, when furnished by an accounting firm, may be limited to accounting matters and disclaim responsibility for legal interpretations) (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and thereto, (ii) in the case of Weyerhaeuser setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 6.01(d) and 6.14 and, in the case of 6.01(e) and (iii) including a certificate delivered with the reconciliation setting forth adjustments made to such financial statements required by paragraph in order to make the calculations set forth in clause (aii) of this Section, setting forth the Borrower's calculation of Excess Cash Flowabove; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel it or any Subsidiary of its Subsidiaries with the SEC, or with any national securities exchange, or distributed to its shareholders, as the case may be; (fe) promptly after as soon as practicable, copies of such further financial statements and reports as such Borrower shall send to banks with which it has lines of credit, and all such financial statements and reports as such Borrower shall send to its shareholders (unless all of the request outstanding shares of capital stock of such Borrower are held by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; andone Person); (gf) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers such Borrower or any Subsidiaryof its Subsidiaries, or compliance with the terms of any Loan Document, as the Administrative Agent Agent, any Swing Line Bank, any Fronting Bank or any Lender may reasonably request (acting through it being understood that neither Borrower shall be required to provide any information or documents which are subject to confidentiality provisions the nature of which prohibit such disclosure); (g) promptly, and in any event within 2 days, upon becoming aware thereof, notice of any proposed or actual down-grade, suspension or withdrawal of the rating provided by S&P or ▇▇▇▇▇’▇ to Weyerhaeuser in respect of its Senior Unsecured Long-Term Debt; (h) promptly following receipt thereof, copies of any documents described in Sections 101(k) or 101(l) of ERISA that Weyerhaeuser or any ERISA Affiliate may request with respect to any Plan; provided, that if Weyerhaeuser or any ERISA Affiliate has not requested such documents or notices from the administrator or sponsor of the applicable Plan, then, upon reasonable request of the Administrative Agent, Weyerhaeuser and/or an ERISA Affiliate shall promptly make a request for such documents or notices from such administrator or sponsor and Weyerhaeuser shall provide copies of such documents and notices to the Administrative Agent promptly after receipt thereof; and (i) may reasonably requestinformation required to be delivered pursuant to paragraphs (a), (b), (d) and (e) shall be deemed to have been delivered on the date on which Weyerhaeuser provides notice to the Administrative Agent that such information has been posted on Weyerhaeuser’s website on the internet at the website address listed on the signature pages thereof, at ▇▇▇.▇▇▇.▇▇▇ or at another website identified in such notice and accessible by the Lenders without charge; provided that Weyerhaeuser shall deliver paper copies of the reports and financial statements referred to in paragraphs (a), (b), (d) and (e) of this Section 5.04 to the Administrative Agent, any Swing Line Bank, any Fronting Bank or any Lender who requests Weyerhaeuser to deliver such paper copies until written notice to cease delivering paper copies is given by such Administrative Agent, Swing Line Bank, Fronting Bank or Lender to Weyerhaeuser.

Financial Statements, Reports, etc. In the case of CorelParent, furnish to the Administrative Agent for Agent, which shall furnish to each Lender: (a) within 90 days after the end of each fiscal year, its consolidated balance sheet and related statements of operationsincome, shareholders' stockholders’ equity and cash flows showing the financial condition of Corel Parent and its consolidated Subsidiaries subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers Deloitte & Touche LLP or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which opinion shall not be qualified in without a “going concern” or like qualification or exception or any material respectqualification or exception as to the scope of such audit) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel Parent and its consolidated Subsidiaries subsidiaries on a consolidated basis in accordance with GAAP; (b) within 45 50 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet and related statements of operations income, stockholders’ equity and cash flows showing the financial condition of Corel Parent and its consolidated Subsidiaries subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, year all certified by a one of its Financial Officer of Corel Officers as fairly presenting in all material respects the financial condition and results of operations of Corel Parent and its consolidated Subsidiaries subsidiaries on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate of a Financial Officer of Corel the Borrower (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and thereto, (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.11 (in the case of the financial statements delivered under paragraph (a) only), 6.12 and 6.13 and, with respect to any Permitted Acquisition consummated during the preceding quarter for total consideration in excess of $100,000,000, 6.04(h), (iii) setting forth the identity and 6.14 value of any Hospital acquired in fee by Parent or any Subsidiary during the preceding quarter and not previously identified to the Administrative Agent if the fair market value thereof is in excess of $10,000,000 and (iv) setting forth computations in reasonable detail satisfactory to the Administrative Agent of the Secured Net Leverage Ratio and the Leverage Ratio and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Sectionabove, setting forth the Borrower's Parent’s calculation of Excess Cash Flow; (d) within 90 120 days after the beginning of each fiscal year of CorelParent, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel Parent, the Borrower or any Subsidiary with the SEC, or with any national securities exchange, or distributed to its shareholders, as the case may be; (f) promptly after the request by any LenderLender (made through the Administrative Agent), all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "“know your customer" ” and anti-money laundering rules and regulations, including the USA Patriot PATRIOT Act; and; (g) promptly after the request by the Administrative Agent or any Lender, copies of (i) any documents described in Section 101(k)(1) of ERISA that the Borrower or any of its ERISA Affiliates may request with respect to any Multiemployer Plan and (ii) any notices described in Section 101(l)(1) of ERISA that the Borrower or any of its ERISA Affiliates may request with respect to any Multiemployer Plan; provided that if the Borrower or any of its ERISA Affiliates has not requested such documents or notices from the administrator or sponsor of the applicable Multiemployer Plan, the Borrower or the applicable ERISA Affiliate shall promptly make a request for such documents or notices from such administrator or sponsor and shall provide copies of such documents and notices promptly after receipt thereof; (h) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of Parent, the Borrowers Borrower or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent may reasonably request (on behalf of itself or any Lender Lender); and (acting through i) substantially contemporaneously with each designation of a Subsidiary as an “Unrestricted Subsidiary” and each redesignation of an Unrestricted Subsidiary as a “Subsidiary”, provide written notice of such designation or redesignation, as applicable, to the Administrative Agent) may reasonably requestAgent (who shall promptly notify the Lenders).

Financial Statements, Reports, etc. In the case of Corel----------------------------------- the Borrower, furnish to the Administrative Agent for and each Lender: (a) within 90 100 days after the end of each fiscal year, its audited consolidated balance sheet sheets and related statements of operations, shareholders' equity income and cash flows flow, showing the financial condition of Corel the Borrower and its consolidated Subsidiaries subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ & Co. or other independent public accountants of recognized national standing acceptable to the Required Lenders and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel and its consolidated Subsidiaries the Borrower on a consolidated basis in accordance with GAAPGAAP consistently applied; (b) within 45 50 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet sheets and related statements of operations income and cash flows flow, showing the financial ▇▇▇▇▇ cial condition of Corel the Borrower and its consolidated Subsidiaries subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a the Financial Officer of Corel the Borrower as fairly presenting the financial condition and results of operations of Corel and its consolidated Subsidiaries the Borrower on a consolidated basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph clause (a) or (b) of this Sectionabove, a certificate of a the accounting firm or the Financial Officer of Corel the Borrower opining on or certifying such statements (which certificate, when furnished by an accounting firm, may be limited to accounting matters and disclaim responsibility for legal interpretations) (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 6.06, 6.13, 6.14 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flow6.15; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel it with the Securities and Exchange Commission, or any Subsidiary Governmental Authority succeeding to any of or all the functions of said Commission, or with any national securities exchange, or distributed to its shareholders, as the case may be; (f) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; and (ge) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Borrower or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request.

Financial Statements, Reports, etc. In the case of Corel, furnish Furnish to the Administrative Agent for who will distribute to each Lender: (a) within 90 days after the end of each fiscal yearyear ending after the Closing Date, (i) its consolidated balance sheet and related statements of operations, shareholders' equity income and cash flows showing the financial condition of Corel Holdings and its consolidated Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers MarcumErnst & Young LLP or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which opinion shall not be qualified without an explanatory paragraph (or other explanatory language) to the standard report about whether there is substantial doubt about the entity’s ability to continue as a going concern other than with respect to any upcoming maturity date of the Loans and any refinancings and replacements thereof or potential non-compliance with any financial covenant contained in any material respectother Indebtedness and without any qualification or exception as to the scope of such audit) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel Holdings and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP (except as otherwise expressly noted therein) consistently applied and (ii) a narrative report and management’s discussion and analysis of the financial condition and results of operations of Holdings and its consolidated Subsidiaries for such fiscal year, as compared to amounts for the previous fiscal year and budgeted amounts (it being understood that the delivery by the Borrower to the Administrative Agent of annual reports on Form 10-K shall satisfy the requirements of this Section 5.04(a) solely to the extent such annual reports include the information specified herein); (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal yearyear beginning March 31, 2022, (i) its unaudited consolidated balance sheet and related statements of operations income and cash flows showing the financial condition of Corel Holdings and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and and, starting with the fiscal quarter ending March 31, 2022, comparative figures for the same periods in the immediately preceding fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting in all material respects the financial condition and results of operations of Corel Holdings and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP (except as otherwise expressly noted therein) consistently applied, subject to normal year-end audit adjustmentsadjustments and the absence of footnotes and (ii) a narrative report and management’s discussion and analysis of the financial condition and results of operations of Holdings and its consolidated Subsidiaries for such fiscal quarter and the then elapsed portion of the fiscal year, as compared to the comparable periods in the previous fiscal year and budgeted amounts (it being understood that the delivery by the Borrower to the Administrative Agent of quarterly reports on Form 10-Q shall satisfy the requirements of this Section 5.04(b) solely to the extent such quarterly reports include the information specified herein); (c) concurrently commencing with any delivery the first full calendar month ending after the Closing Date and ending with the calendar month ending September 30, 2022, within five (5) Business Days after the end of financial statements under paragraph (a) or (b) of this Sectioneach such calendar month, a certificate of from a Financial Responsible Officer of Corel (i) certifying that no Default or Event of Default has occurred or, if such a Default or an Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) Holdings setting forth computations reasonably detailed calculations (including specific delineations of the items described in reasonable detail satisfactory to the Administrative Agent Liquidity Covenant) and demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash FlowLiquidity Covenant; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel or any Subsidiary with any national securities exchange, or distributed to its shareholders, as the case may be; (f) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; and (g) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request.

Financial Statements, Reports, etc. In the case of Corel, furnish Deliver to the Administrative Agent for and each Lenderof the Lenders: (a) within 90 days after the end of each fiscal yearyear of the Borrower, the Borrower's and its Subsidiaries' consolidated and consolidating balance sheet and related statement of income and related consolidated statements of operationscash flows, shareholders' equity and cash flows showing the financial condition of Corel the Borrower and its Subsidiaries' on a consolidated Subsidiaries basis as of the close of such fiscal year and the results of its their respective operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures the consolidated statement of the Borrower to be audited for the immediately preceding fiscal yearBorrower and its Subsidiaries by Ernst & Young, all audited by PricewaterhouseCoopers LLP or other independent public accountants of recognized national standing acceptable to the Required Lenders and accompanied by an opinion of such accountants (which shall not be qualified in any material respectrespect other than with respect to the Cases or a going concern qualification) and to be certified by a Financial Officer of the Borrower to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP; (b) within 45 days after the end of each of the first three fiscal quarters and within 90 days after the end of the fourth fiscal quarter of each fiscal yearyear of the Borrower, the Borrower's and its unaudited Subsidiaries' consolidated and consolidating balance sheet sheets and related statements of operations income and related consolidated statements of cash flows flows, showing the financial condition of Corel the Borrower and its Subsidiaries' on a consolidated Subsidiaries basis as of the close of such fiscal quarter and the results of its their operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all each certified by a Financial Officer of Corel as fairly presenting in all material respects the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove as applicable, (i) a certificate of a Financial Officer of Corel (iA) certifying that no Event of Default or event which upon notice or lapse of time or both would constitute an Event of Default has occurred occurred, or, if such a Default or an Event of Default or event has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (iiB) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in provisions of Sections 6.03, 6.04, 6.05, 6.10 and 6.13 and 6.14 and(ii) a certificate (which certificate may be limited to accounting matters and disclaim responsibility for legal interpretations) of such accountants accompanying the audited consolidated financial statements delivered under (a) above certifying that, in the case course of a certificate delivered the regular audit of the business of the Borrower and its Subsidiaries, such accountants have obtained no knowledge that an Event of Default has occurred and is continuing, or if, in the opinion of such accountants, an Event of Default has occurred and is continuing, specifying the nature thereof and all relevant facts with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flowrespect thereto; (d) within 90 as soon as available, but no more than 30 days after the beginning end of each fiscal year of Corelmonth, a detailed (i) the unaudited consolidated budget for such fiscal year (including a projected consolidated and consolidating balance sheet sheets and related statements of projected income and (ii) the unaudited monthly cash flow reports of the Borrower and its Subsidiaries on a consolidated basis in each case for such month and the then elapsed portion of the current fiscal year each certified by a Financial Officer as fairly presenting the financial condition and results of operations of the Borrower and cash flows its Subsidiaries on a consolidated basis in accordance with GAAP, subject to normal year-end adjustments; (e) concurrently with the delivery of the monthly financial statements under (d) above for the month of November 2001, a balance sheet setting forth the Debtors' financial condition as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budgetNovember 2001; (ef) concurrently with any delivery of financial statements under (b) above, quarterly financial projections for the following six month fiscal period in a form satisfactory to the Agent; (g) no later than the tenth (10th) Business Day of each month, (i) a statement of total cash receipts and total cash disbursements on a country by country basis for the prior month and; (ii) cash flow projections for the following 13 weeks, each in a form satisfactory to the Agent; (h) furnish to the Agent as soon as available and in any event (i) within ten (10) Business Days after the end of each calendar month a Borrowing Base Certificate showing the Borrowing Base as of the close of business on the last day of such calendar month, each such certificate to be certified as complete and correct on behalf of the Borrower by a Financial Officer of the Borrower, and (ii) such other supporting documentation and additional reports with respect to the Borrowing Base as the Agent shall reasonably request; (i) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel it with the Securities and Exchange Commission, or any Subsidiary governmental authority succeeding to any of or all the functions of said commission, or with any national securities exchange, or distributed to its shareholders, as the case may be; (fj) promptly and in any event (A) within 30 days after the request Borrower or any of its ERISA Affiliates knows or has reason to know that any Termination Event described in clause (i) of the definition of Termination Event with respect to any Single Employer Plan of the Borrower or such ERISA Affiliate has occurred and (B) within 15 days after the Borrower or any of its ERISA Affiliates knows or has reason to know that any other Termination Event with respect to any such Plan has occurred, a statement of a Financial Officer of the Borrower describing such Termination Event and the action, if any, which the Borrower or such ERISA Affiliate proposes to take with respect thereto; (k) promptly and in any event within 15 days after receipt thereof by the Borrower or any of its ERISA Affiliates from the PBGC copies of each notice received by the Borrower or any such ERISA Affiliate of the PBGC's intention to terminate any Single Employer Plan of the Borrower or such ERISA Affiliate or to have a trustee appointed to administer any such Plan; (l) if requested by the Agent, promptly and in any event within 30 days after the filing thereof with the Internal Revenue Service, copies of each Schedule B (Actuarial Information) to the annual report (Form 5500 Series) with respect to each Single Employer Plan of the Borrower or any of its ERISA Affiliates; (m) within 10 days after notice is given to, or required to be given to and not waived by, the PBGC under Section 302(f)(4)(A) of ERISA of the failure of the Borrower or any of its ERISA Affiliates to make timely payments to a Plan, a copy of any such notice filed and a statement of a Financial Officer of the Borrower setting forth (A) sufficient information necessary to determine the amount of the lien under Section 302(f)(3), (B) the reason for the failure to make the required payments and (C) the action, if any, which the Borrower or any of its ERISA Affiliates proposed to take with respect thereto; (n) notify the Agent of any existing or threatened strike, slowdown, work stoppage or other material labor disruption by any Lender, all documentation and other information that such Lender of the employees of any of the Debtors the occurrence of which is reasonably requests in order likely to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; andhave a Material Adverse Effect; (go) promptly and in any event within 10 days after receipt thereof by the Borrower or any ERISA Affiliate from a Multiemployer Plan sponsor, a copy of each notice received by the Borrower or any ERISA Affiliate concerning (A) the imposition of Withdrawal Liability by a Multiemployer Plan, (B) the determination that a Multiemployer Plan is, or is expected to be, in reorganization within the meaning of Title IV of ERISA, (C) the termination of a Multiemployer Plan within the meaning of Title IV of ERISA, or (D) the amount of liability incurred, or which may be incurred, by the Borrower or any ERISA Affiliate in connection with any event described in clause (A), (B) or (C) above; (p) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Borrower or any Subsidiaryof the Guarantors, or compliance with the terms of any Loan Document, material loan or financing agreements as the Administrative Agent or Agent, at the request of any Lender (acting through the Administrative Agent) Lender, may reasonably request; (q) furnish to the Agent and its counsel promptly after the same is available, copies of all pleadings, motions, applications, judicial information, financial information and other documents filed by or on behalf of the Debtors with the Bankruptcy Court in the Cases, or distributed by or on behalf of the Debtors to any official committee appointed in any of the Cases; and (r) on or before December 31, 2001, deliver to the Agent a detailed business plan for the Borrower and its Subsidiaries for calendar year 2002, in form and substance satisfactory to the Agent and the Required Lenders.

Financial Statements, Reports, etc. In The Parent and the case of Corel, furnish Company will deliver to the Administrative Agent for distribution to the Lenders sufficient copies for each Lenderof the Lenders of the following: (ai) within 90 days after the end of each fiscal year, its consolidated and consolidating balance sheet and related statements of operations, shareholders' stockholders equity and cash flows showing the financial condition of Corel the Parent, the Company and its their consolidated Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers Auditors or other independent public accountants of recognized national standing acceptable to the Majority Lenders and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated and consolidating financial statements fairly present in all material respects the financial condition and results of operations of Corel the Company and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied; (bii) within 45 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated and consolidating balance sheet and related statements of operations operations, stockholders equity and cash flows showing the financial condition of Corel the Parent, the Company and its their consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting the financial condition and results of operations of Corel the Parent, the Company and its their consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments; (ciii) within 25 days after the end of each of the first two months of each fiscal quarter of each fiscal year, its consolidated balance sheet and related statements of operations, stockholders equity and cash flows showing the financial condition of the Parent, the Company and their consolidated Subsidiaries as of the close of such month and the results of its operations and the operations of such Subsidiaries during such month and the then elapsed portion of the fiscal year, all certified by one of its Financial Officers as fairly presenting the financial condition and results of operations of the Company and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP consistently applied, subject to normal year-end audit adjustments; (iv) concurrently with any delivery of financial statements under sub-paragraph (a) or (b) of this Sectionabove, a certificate of a the accounting firm or Financial Officer of Corel the Company opining on or certifying such statements (iwhich certificate, when furnished by an accounting firm, may be limited to accounting matters and disclaim responsibility for legal interpretations) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flowthereto; (dv) within 90 25 days after the beginning end of each fiscal year of Corelmonth, a detailed consolidated budget certificate of a Financial Officer of the Parent, the Company showing the differences between the operating performance during the preceding fiscal month and the projections for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of month set forth in the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budgetOperating Budget; (evi) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel the Parent, the Company or any Subsidiary of their Subsidiaries with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission, or with any national securities exchange, or distributed to its shareholdersshareholders (exclusive of proprietary information unless (i) the Person that is the source of the information or report is a public company and (ii) such Person would then be required to file such proprietary information with the Securities and Exchange Commission), as the case may be; (fvii) promptly after entering into the request by any Lendersame, copies of all documentation shareholder agreements, material employment agreements and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" material agreements of the Parent, the Company and anti-money laundering rules and regulations, including the USA Patriot Acttheir Subsidiaries; and (gviii) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Parent, the Company or any Subsidiaryof their Subsidiaries, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request.

Financial Statements, Reports, etc. In Until the case consummation of Corelan underwritten public offering of the Company's Common Stock conducted by a major bracket underwriter that results in net proceeds to the Company of at least $20 million and at a price per share of at least $4.00 (as adjusted for stock splits, combinations and the like) (a "Qualified Public Offering") the Company shall furnish to the Administrative Agent for each LenderPurchaser that shall hold at least 200,000 Preferred Shares: (a) within 90 ninety (90) days after the end of each fiscal year, its year of the Company a consolidated balance sheet and related statements of operations, shareholders' equity and cash flows showing the financial condition of Corel Company and its consolidated Subsidiaries subsidiaries, if any, as of the close end of such fiscal year and the results related consolidated statements of its operations income, stockholders' equity and the operations of such Subsidiaries during such fiscal year, together with comparative figures cash flows for the immediately preceding fiscal yearyear then ended, all audited prepared in accordance with generally accepted accounting principles and certified by PricewaterhouseCoopers or other a firm of independent public accountants of recognized national standing and accompanied selected by an opinion the Board of such accountants (which shall not be qualified in any material respect) to Directors of the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPCompany; (b) on or before September 30, 1998, consolidated statements of income of the Company and its subsidiaries, if any, for the period beginning July 1, 1997 and ending June 30, 1998 for such period, prepared in accordance with generally accepted accounting principles and certified by a firm of independent public accountants of recognized national standing selected by the Board of Directors of the Company; (c) within 45 twenty (20) days after the end of each month in each fiscal year (other than the last month in each fiscal year), a consolidated balance sheet of the first three Company and its subsidiaries, if any, and the related consolidated statements of income, stockholders' equity and cash flows, unaudited but prepared in accordance with generally accepted accounting principles and certified by the Chief Financial Officer of the Company, such consolidated balance sheet to be as of the end of such month and such consolidated statements of income, stockholders' equity and cash flows to be for such month and for the period from the beginning of the fiscal quarters year to the end of such month, in each case with comparative statements for the prior fiscal year; (d) at the time of delivery of each annual financial statement pursuant to Section 5.1(a), a certificate executed by the Chief Financial Officer of the Company stating that such officer has caused this Agreement and the Series A Convertible Preferred Stock to be reviewed and has no knowledge of any default by the Company in the performance or observance of any of the provisions of this Agreement or the Series A Convertible Preferred Stock or, if such officer has such knowledge, specifying such default and the nature thereof; (e) at the time of delivery of each monthly statement pursuant to Section 5.1(c), a management narrative report explaining all significant variances from forecasts and all significant current developments in staffing, marketing, sales and operations; (f) no later than thirty (30) days prior to the start of each fiscal year, its unaudited consolidated balance sheet capital and related statements of operations operating expense budgets, cash flow projections and cash flows showing income and loss projections for the financial condition of Corel Company and its consolidated Subsidiaries as of the close subsidiaries in respect of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a Financial Officer of Corel as fairly presenting the financial condition itemized in reasonable detail and results of operations of Corel and its consolidated Subsidiaries prepared on a consolidated basis in accordance with GAAPmonthly basis, subject and, promptly after preparation, any revisions to normal year-end audit adjustmentsany of the foregoing; (cg) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionpromptly following receipt by the Company, a certificate of a Financial Officer of Corel (i) certifying that no Default or Event of Default has occurred oreach audit response letter, if such a Default or an Event of Default has occurred, specifying the nature accountants management letter and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory other written report submitted to the Administrative Agent demonstrating compliance Company by its independent public accountants in connection with an annual or interim audit of the covenants contained in Sections 6.13 and 6.14 and, in books of the case Company or any of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flowits subsidiaries; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (eh) promptly after the same become publicly availablecommencement thereof, copies notice of all periodic actions, suits, claims, proceedings, investigations and other reports, proxy statements and other materials filed by Corel inquiries of the type described in Section 2.7 that could materially adversely affect the Company or any Subsidiary with any national securities exchangeof its subsidiaries, or distributed to its shareholders, as the case may beif any; (fi) promptly after upon sending, making available or filing the request by any Lendersame, all documentation press releases, reports and other information financial statements that such Lender reasonably requests in order the Company sends or makes available to comply its stockholders or directors or files with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot ActCommission; and (gj) promptly, from time to time, such other information regarding the business, prospects, financial condition, operations, business property or affairs and financial condition of the Borrowers or any Subsidiary, or compliance with the terms of any Loan Document, Company and its subsidiaries as the Administrative Agent or any Lender (acting through the Administrative Agent) such Purchaser reasonably may reasonably request.

Financial Statements, Reports, etc. In the case of Corelthe Borrower, furnish to the Administrative Agent for each LenderAgent: (a) within 90 100 days after the end of each fiscal yearyear commencing with Borrower’s fiscal year ending December 31, 2010, its consolidated balance sheet and related statements of operationsincome, shareholders' stockholders’ equity and cash flows showing the financial condition of Corel the Borrower and its consolidated Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers LLP or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which shall not be qualified in subject to any material respect“going concern” or like qualification or exception or any qualification or exception as to the scope of such audit) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP; (b) within 45 50 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet and related statements of operations income, stockholders’ equity and cash flows showing the financial condition of Corel the Borrower and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, compared with the results of its operations and comparative figures for the same periods operations of its Subsidiaries in the immediately preceding corresponding quarter from the prior fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (aSection 7.04(a) or (b7.04(b) of this Sectionabove, a certificate of duly completed Compliance Certificate, signed by a Financial Officer of Corel (i) certifying that no Default or Event of Default has occurred or, if such a Default or an Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flow; (d) unless the Borrower has Investment Grade Ratings, within 90 30 days after the beginning end of each fiscal year of Corelthe Borrower, a detailed consolidated budget for such the current fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows flow as of the end of and for each quarter of such fiscal year and as of the end of and for such fiscal year and setting forth describing the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel the Borrower or any Subsidiary with the SEC or with any national securities exchange, or distributed to its shareholders, as the case may be; (f) promptly after the request receipt thereof by the Borrower or any of its Subsidiaries, a copy of any final “management letter” received by any Lender, all documentation such Person from its certified public accountants and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Actmanagement’s response thereto; and (g) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Borrower or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender may reasonably request. Documents required to be delivered pursuant to Section 7.04(a), 7.04(b) or 7.04(e) (acting through to the extent any such documents are included in materials otherwise filed with the SEC) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto on the Borrower’s website on the Internet at the website address listed on Schedule 11.02; or (ii) on which such documents are posted on the Borrower’s behalf on an Internet or intranet website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent); provided that: (i) the Borrower shall deliver paper copies of such documents to the Administrative Agent or any Lender upon its request to the Borrower to deliver such paper copies until a written request to cease delivering paper copies is given by the Administrative Agent or such Lender and (ii) the Borrower shall notify the Administrative Agent and each Lender (by telecopier or electronic mail) of the posting of any such documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such documents. The Administrative Agent shall have no obligation to request the delivery of or to maintain paper copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request by a Lender for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The Borrower hereby acknowledges that (a) the Administrative Agent and/or MLPFS will make available to the Lenders and the L/C Issuer materials and/or information provided by or on behalf of the Borrower hereunder (collectively, “Borrower Materials”) by posting the Borrower Materials on IntraLinks or another similar electronic system (the “Platform”) and (b) certain of the Lenders (each a “Public Lender”) may reasonably requesthave personnel who do not wish to receive material non-public information with respect to the Borrower or its Affiliates, or the respective securities of any of the foregoing, and who may be engaged in investment and other market-related activities with respect to such Persons’ securities. The Borrower hereby agrees that (w) all Borrower Materials that are to be made available to Public Lenders shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Borrower Materials “PUBLIC,” the Borrower shall be deemed to have authorized the Administrative Agent, MLPFS, the L/C Issuer and the Lenders to treat such Borrower Materials as not containing any material non-public information with respect to the Borrower or its securities for purposes of United States federal and state securities laws (provided, however, that to the extent such Borrower Materials constitute Information, they shall be treated as set forth in Section 11.07); (y) all Borrower Materials marked “PUBLIC” are permitted to be made available through a portion of the Platform designated as “Public Side Information;” and (z) the Administrative Agent and MLPFS shall be entitled to treat any Borrower Materials that are not marked “PUBLIC” as being suitable only for posting on a portion of the Platform that is not marked as “Public Side Information.” Notwithstanding the foregoing, the Borrower shall be under no obligation to ▇▇▇▇ any Borrower Materials “PUBLIC.”

Financial Statements, Reports, etc. In the case of Corel, furnish Deliver to the Administrative Agent for and each Lenderof the Lenders: (a) as soon as available and in any event within 90 days after the end of each fiscal year, its the consolidated balance sheet and related statements of operations, shareholders' equity and cash flows showing the financial condition of Corel Borrower and its consolidated Consolidated Subsidiaries as of the close end of such fiscal year and the results related consolidated statements of its operations income and the operations of such Subsidiaries during cash flows for such fiscal year, together with setting forth in each case in comparative form the figures for the immediately preceding fiscal yearprevious year (unless, all in accordance with GAAP, such comparative financial statements are not prepared), the consolidated statement of the Borrower and its Consolidated Subsidiaries to be audited for the Borrower by PricewaterhouseCoopers or other independent public accountants of recognized national standing and acceptable to the Majority Lenders an accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP); (b) as soon as available and in any event within 45 days after the end of each of the first three fiscal quarters and within 90 days after the end of the fourth fiscal quarter of each fiscal yearyear of the Borrower, its unaudited the consolidated balance sheet and related statements of operations and cash flows showing the financial condition of Corel Borrower and its consolidated Consolidated Subsidiaries as of the close end of such quarter and related consolidated statements of income and cash flows for such fiscal quarter, setting forth in each case in comparative form the figures for the corresponding quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed corresponding portion of the previous fiscal year, and comparative figures for together with a comparison of such results to the same periods in relevant portion of the immediately preceding fiscal yearAnnual Budget, all each certified by a Financial Officer of Corel as fairly presenting the financial condition and results of operations of Corel the Borrower and its consolidated Consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (aclauses(a) or (b) of this Sectionabove, (i) a certificate of a Financial Officer Officer, substantially in the form of Corel (i) Exhibit G hereto, certifying such statements stating that no Default or Event of Default has occurred occurred, or, if such a Default or an Event of Default has occurred, specifying the nature nature, the period of existence and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to a certificate of such accountants accompanying the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 andaudited consolidated financial statements delivered under (a) above certifying that, in the case course of a certificate delivered with the financial statements required by paragraph (a) regular audit of this Section, setting forth the business of the Borrower's calculation , such accountants have obtained no knowledge that an Event of Excess Cash FlowDefault has occurred and is continuing, or if, in the opinion of such accountants, an Event of Default has occurred and is continuing, specifying the nature thereof and all relevant facts with respect thereto; (d) within 90 15 Business Days of the end of each fiscal month(or, in the case of the last fiscal month of the Borrower in each fiscal year, within 45 days), commencing with the fiscal month in which the Effective Date has occurred, a consolidated balance sheet of the Borrower and its Consolidated Subsidiaries, related statement of income and cash flows showing the financial condition of the Borrower and its Consolidated Subsidiaries and the results of operations as of the close of such fiscal month and the then elapsed portion of the fiscal year, setting forth in each case in comparative form the figures for the corresponding month and the corresponding portion of the Borrower's previous fiscal year, together with a comparison of such results to the relevant portion of the Annual Budget; (e) as soon as practicable, and in any event within 45 days of the Effective Date, a pro forma statement of the Borrower's financial condition as of the Effective Date in form, scope and detail reasonably satisfactory to the Agent; (f) within 45 days after the beginning commencement of each fiscal year, a forecast of the financial condition and results of operations of the Borrower and its Consolidated Subsidiaries, by month, for the twelve fiscal months commencing with the first month of such fiscal year (the "Annual Budget"), and not later than 45 days after the end of each of the first three quarters of each fiscal year of Corelthe Borrower, a detailed consolidated budget narrative discussion by management of the Borrower of the financial condition and results of operations of the Borrower and its Consolidated Subsidiaries for such period, together with a reforecast for the balance of such fiscal year and quarterly balance sheet, income statement and cash flow projections for such period, in all instances in form, scope and detail satisfactory to the Agent; (including a projected consolidated balance sheet and related g) promptly upon request therefor by the Agent, copies of all reports submitted by independent public accountants to the Borrower in connection with each annual, interim or special audit of the financial statements of projected operations the Borrower and cash flows as its Consolidated Subsidiaries, including, without limitation, any comment letters submitted by such accountants to management in connection with their annual audit; (h) forthwith upon becoming aware of (i) any litigation or other proceeding which could reasonably be expected to have a Material Adverse Effect or (ii) any default with respect to any obligation of the Borrower under any agreement, instrument, or other undertaking to which the Borrower or any of its Subsidiaries is a party or by which it or any of its properties is bound or any event or condition which could reasonably be expected to have such a material adverse effect, notice thereof; (i) promptly upon becoming aware of any Material Adverse Effect since the Effective Date, notice thereof; (i) promptly and in any event within fifteen (15) days after the Borrower knows or has reason to know that any ERISA Event has occurred, a statement of the chief financial officer of the Borrower describing such ERISA Event and the action, if any, which the Borrower, any Subsidiary or any ERISA Affiliate of either of them proposes to take with respect thereto; (ii) promptly and in any event within ten (10) Business Days after receipt thereof by the Borrower or any Subsidiary or any ERISA Affiliate of either of them,copies of each notice from the PBGC stating its intention to terminate any Plan or to have a trustee appointed to administer any Plan; and (iii) promptly and in any event within ten (10) Business Days after receipt thereof by the Borrower or any Subsidiary or any ERISA Affiliate of either of them from the sponsor of a Multiemployer Plan, a copy of each notice concerning (1) the imposition of Withdrawal Liability by a Multiemployer Plan, (2) the reorganization or termination, within the meaning of Title IV of ERISA, of any Multiemployer Plan or (3) the amount of liability incurred, or which may be incurred, by the Borrower or any Subsidiary or any ERISA Affiliate of either of them in connection with any event described in clause (1) or (2) above; (11) promptly upon the formation of any Subsidiary, notice thereof; (k) promptly upon the formation of any Subsidiary, notice thereof; (l) promptly upon the release of any Liens or the satisfaction or discharge of all or a portion of the Liens securing the Fortress Real Estate Financing or Liens granted to any other lenders, notice thereof; (m) promptly upon the merger of any Subsidiary into the Borrower, notice thereof; (n) promptly upon the opening of any store or other retail location, notice thereof; and, to the extent any Equipment or Vehicles which constitute CIBC Collateral and any replacement of, or substitution for, any of the foregoing is moved or transferred to a location or jurisdiction in which a UCC-1 Financing Statement or Vehicle title certificate with respect to such CIBC Collateral has not been delivered to the Agent, notice thereof and promptly deliver (i) executed UCC-1 Financing Statements on forms then provided by the Agent to the Borrower and/or (ii) new Vehicle 50 certificates of title reflecting the Lien of the Agent for its benefit and the benefit of the other Secured Parties noted thereon accompanied by documentation required to effect the same. (o) within five (5) Business Days after any amendment, modification, supplement to or waiver of any provisions of the Congress Facility Documents, the Fortress Loan Documents, the Household Program Documents, or any other material credit arrangements, notice thereof, together with a copy of each such fully executed amendment, modification, supplement or waiver; (p) without limiting any of the Borrower's other obligations to give notice under the Loan Documents, within fifteen (15) days of the end of each fiscal quarter, furnish to the Agent lists of (i) all Vehicles acquired by the Borrower or any Subsidiary during such quarter, (ii) all Equipment and for Vehicles which replaced any Equipment or Vehicles which constituted CIBC Collateral or which was purchased with the sale proceeds (or insurance proceeds) of such fiscal year Equipment or Vehicles and (iii) all property which became Available Property during such quarter, setting forth in each case the assumptions used for purposes date of preparing such budget) andacquisition thereof, promptly when available, any significant revisions all certified by a Financial Officer of such budgetthe Borrower; (eq) promptly after promptly, upon the same become publicly availablemailing thereof to the shareholders of the Borrower generally, copies of all periodic financial statements, reports and other reports, proxy statements and other materials filed by Corel or any Subsidiary with any national securities exchange, or distributed to its shareholders, as the case may beso mailed; (fr) promptly after without limiting any of the request Borrower's other obligations to give notice under the Loan Documents, within fifteen (15) days of the end of each fiscal quarter, furnish to the Agent a schedule (i) setting forth all Net Cash Proceeds received during such fiscal quarter with respect to CIBC Collateral and (ii) confirming the existence of the credit card and receivables program required to be maintained by any Lenderthe Borrower pursuant to Section 5.8, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including certified by a Financial Officer of the USA Patriot Act; andBorrower; (gs) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Borrower or any Subsidiaryits Subsidiaries, or compliance with the terms of any Loan Document, material loan or financing agreements as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request; (t) promptly (and in no event more than five (5) Business Days after the Borrower or any of its Subsidiaries becomes aware or is otherwise informed of any of the following events), written notice and copies of any related material written communications or notices, of the following: (i) the Borrower, any of its Subsidiaries or any tenant, occupant or operator of any Property receives written or oral notice of any claim, complaint, charge or notice of violation or potential violation of or liability under any Environmental Law or request to conduct any investigation, remediation, cleanup or monitoring of any Hazardous Substance at any Property, in each case which could reasonably be expected to result in a Material Adverse Effect; (ii) a Release or threatened Release of a Hazardous Substance at, to, on, under, or about any Property in amounts that may be required to be reported, remediated, investigated, cleaned up, monitored or responded to under applicable Environmental Law, which could reasonably be expected to result in a Material Adverse Effect; (iii) the Borrower or any of its Subsidiaries may be liable for any costs of investigating, remediating, cleaning up, monitoring or responding to a Release or threatened Release of a Hazardous Substance which could reasonably be expected to result in a Material Adverse Effect; or (iv) any Property or portion of any Property may be subject to a Lien under any Environmental Law.

Financial Statements, Reports, etc. In the case of Corelthe Issuer, furnish to the Administrative Agent for and each LenderPurchaser: (a) within 90 days after the end of each fiscal year, its consolidated and consolidating balance sheet and related statements of operationsincome, shareholders' stockholders’ equity and cash flows showing the financial condition of Corel the Issuer and its consolidated Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers McGladrey & ▇▇▇▇▇▇ LLP or other independent public accountants of recognized national standing reasonably acceptable to the Administrative Agent and accompanied by an opinion of such accountants (which opinion shall not be qualified in without a “going concern” or like qualification or exception and without any material respectqualification or exception as to the scope of such audit) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel the Issuer and its consolidated Subsidiaries on a consolidated and consolidating basis in accordance with GAAPGAAP consistently applied; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated and consolidating balance sheet and related statements of operations income, stockholders’ equity and cash flows showing the financial condition of Corel the Issuer and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and together with comparative figures for the same periods in the immediately preceding fiscal year, all certified by a one of the Financial Officer Officers of Corel the Issuer as fairly presenting the financial condition and results of operations of Corel the Issuer and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate of a the accounting firm (in the case of paragraph (a)) or Financial Officer (in the case of Corel paragraph (ib)) opining on or certifying such statements (which certificate, when furnished by an accounting firm, may be limited to accounting matters and disclaim responsibility for legal interpretations) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flowthereto; (d) within 90 days after the beginning of each fiscal year of Corelthe Issuer, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel the Issuer or any Subsidiary with any national Governmental Authority or securities exchange, or distributed to its shareholders, as the case may be; (f) promptly after the receipt thereof by the Issuer or any of its Subsidiaries, a copy of any “management letter” received by any such person from its certified public accountants and the management’s response thereto; (g) promptly after the request by any LenderPurchaser, all documentation and other information that such Lender Purchaser reasonably requests in order to comply with its ongoing obligations under applicable "“know your customer" ” and anti-money laundering rules and regulations, including the USA Patriot PATRIOT Act; and (gh) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Issuer or any Subsidiary, or compliance with the terms of any Loan Transaction Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) Purchaser may reasonably request.

Financial Statements, Reports, etc. In the case of Corel, The Company shall furnish to the Administrative Agent for each LenderInvestor: (a) on or prior to December 31, 2009 (and as soon as available and in any event within 90 days (or such shorter period of time as shall be required by the SEC in connection with the filing of the Company’s annual reports with the SEC under the Exchange Act) after the end of each fiscal year of the Company thereafter), the consolidated financial statements of the Company and the Subsidiaries consisting of at least statements of income, cash flow and changes in stockholders’ equity for such year, its and a consolidated balance sheet and related statements of operations, shareholders' equity and cash flows showing as at the financial condition of Corel and its consolidated Subsidiaries as of the close end of such fiscal year and year, setting forth in each case in comparative form corresponding figures from the results of its operations and the operations of such Subsidiaries during such previous fiscal year, together with comparative figures for and the immediately preceding fiscal yearreport, all audited by PricewaterhouseCoopers without qualification, of BDO ▇▇▇▇▇▇▇ LLP or other independent certified public accountants of recognized national standing and accompanied selected by an opinion of such accountants (which shall not be qualified in the Company, together with any material respect) management letters, management reports or other supplementary comments or reports to the effect that Company or its board of directors furnished by such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPaccountants; (b) as soon as available and in any event within 45 days (or such shorter period of time as shall be required by the SEC in connection with the filing of the Company’s quarterly reports with the SEC under the Exchange Act) after the end of each fiscal quarter, commencing with the fiscal quarter ending December 31, 2009, unaudited consolidated statements of income, cash flow and changes in stockholders’ equity for the Company and its Subsidiaries for such quarter and for the period from the beginning of such fiscal year to the end of such quarter, and a consolidated balance sheet of the first three fiscal quarters Company as at the end of each such quarter, setting forth in comparative form figures for the corresponding period for the preceding fiscal year, its unaudited consolidated balance sheet and related accompanied by a certificate signed by the chief financial officer of the Company stating that such financial statements of operations and cash flows showing present fairly the financial condition of Corel and its consolidated Subsidiaries as of the close of such fiscal quarter Company and the results of its operations Subsidiaries and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for that the same periods in the immediately preceding fiscal year, all certified by a Financial Officer of Corel as fairly presenting the financial condition and results of operations of Corel and its consolidated Subsidiaries on a consolidated basis have been prepared in accordance with GAAP, GAAP (except for the absence of footnotes and subject to normal year-end audit adjustmentsadjustments as to the interim statements); (c) concurrently with promptly after any delivery officer of financial statements under paragraph (a) or (b) the Company becomes aware of this Section, a certificate of a Financial Officer of Corel (i) certifying that no any Default or Event of Default has occurred orunder this Agreement or the Notes, if such a Default or an Event of Default has occurred, specifying notice describing the nature and extent thereof and any corrective action taken or proposed the action(s) the Company proposes to be taken take with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flowthereto; (d) within 90 days after promptly upon the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly availablemailing or filing thereof, copies of all financial statements, reports and proxy statements mailed to the Company’s stockholders, and copies of all registration statements, periodic reports and other reports, proxy statements and other materials documents filed by Corel with the SEC (or any Subsidiary with successor thereto) or any national securities exchange, or distributed to its shareholders, as the case may be; (f) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; and (ge) promptly, from time to time, such other information regarding the business, financial condition, operations, business property or affairs and financial condition of the Borrowers or any Subsidiary, or compliance with the terms of any Loan Document, Company and its subsidiaries as the Administrative Agent or any Lender (acting through the Administrative Agent) Investor may reasonably request.

Financial Statements, Reports, etc. In the case of Corel, The Borrowers will furnish to the Administrative Agent for each LenderHolders: (a) within 90 days after the end of each fiscal year or, if the Parent has filed for an extension under the Exchange Act with respect to such fiscal year, its consolidated 105 days after the end of such fiscal year, the Consolidated and consolidating balance sheet sheets and related statements of operations, shareholders' stockholders’ equity and cash flows flows, showing the financial condition of Corel the Parent and its consolidated Subsidiaries Subsidiaries, as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all such Consolidated statements to be audited by PricewaterhouseCoopers or other an independent public accountants accountant of recognized national or regional standing acceptable to the Holders, and accompanied by an opinion of such accountants accountant (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and condition, results of operations and cash flows of Corel the Parent and its consolidated Subsidiaries on a consolidated Consolidated basis in accordance with GAAP; (b) within 45 days after the end of each of fiscal quarter for the first three fiscal quarters of each fiscal yearyear or, its unaudited consolidated if the Parent has filed for an extension under the Exchange Act with respect to such fiscal quarter, 50 days after the end of such fiscal quarter, the Consolidated and consolidating balance sheet and related statements of operations operations, stockholders’ equity and cash flows showing the financial condition of Corel the Parent and its consolidated Subsidiaries Subsidiaries, as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and setting forth in each case in comparative form the figures for the same periods in corresponding fiscal quarter of the immediately preceding fiscal year, all in reasonable detail and all certified by a its Financial Officer of Corel as fairly presenting in all material respects the financial condition and condition, results of operations and cash flows of Corel the Parent and its consolidated Subsidiaries on a consolidated Consolidated basis in accordance with GAAPGAAP (but without footnotes), subject to normal year-end audit adjustments, together with a quarterly management summary description of operations, together with detailed calculations evidencing compliance with the financial ratios and covenants set forth in Section 5.11; (c) within 60 days after October 31, 2011, November 30, 2011, December 31, 2011 and January 31, 2012 and within 30 days after the end of each month thereafter, (i) monthly and year-to-date Consolidated and consolidating balance sheet and related statements of operations, members’ equity and cash flows showing the financial condition of the Parent and its Subsidiaries, setting forth in each case in comparative form the corresponding figures for the corresponding month and fiscal year-to-date period of the preceding fiscal year and the corresponding figures for the corresponding month and fiscal year-to-date period of the annual budget, (ii) a schedule of the outstanding Indebtedness of the Parent and its Subsidiaries describing in reasonable detail each such debt issue or loan outstanding and the principal amount with respect to each such debt issue or loan and (iii) any other operating reports prepared by management for such period, including any internal monthly management report; (d) concurrently with any delivery of financial statements under sub-paragraph (a) or (b) of this Sectionabove, a certificate substantially in the form attached hereto as Exhibit B of a the Financial Officer of Corel (i) the Parent opining on or certifying such statements containing a detailed calculation of the relevant items used to calculate compliance with the financial covenants set forth in Section 5.11 and, certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flow; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budgetthereto; (e) promptly after the same become becoming publicly available, copies of all final periodic and other reports, proxy statements and other materials filed by Corel any Credit Party with the U.S. Securities and Exchange Commission (the “SEC”), or any Subsidiary Governmental Authority succeeding to any or all of the functions of the SEC, or with any national securities exchange, or distributed to its shareholders, as the case may be; (f) within 30 days of filing, copies of all material documents filed by any Credit Party or any of its Subsidiaries with any Governmental Authority, including the U.S. Internal Revenue Service, the U.S. Environmental Protection Agency (and any state equivalent), the U.S. Occupational Safety & Health Administration and the SEC; (g) promptly after the upon request by any LenderHolder, copies of all documentation pleadings related to any material action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority, by or against any Credit Party or any of its Subsidiaries; (h) as soon as practicable, and in any event not later than 30 days prior to the commencement of each fiscal year, (i) a copy of the Credit Parties’ operating and capital expenditure budget, in a form consistent with the financial statements provided hereunder and (ii) financial projections for the Credit Parties containing a pro forma balance sheet, income statement and cash flow statement for each quarter for such fiscal year, in a form consistent with the financial statements provided hereunder; (i) within 10 days of receipt, copies of any notice of default on any loans or leases, which default is in excess of $100,000, individually or in the aggregate, to which the Credit Parties is a party; (j) to the extent not disclosed in an SEC Report, promptly after entering into the same, copies of all shareholder agreements, material employment agreements and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including material agreements of the USA Patriot ActCredit Parties; and (gk) promptly, promptly from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers any Credit Party or any Subsidiaryof its Subsidiaries, or compliance with the terms of any Loan Investment Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) Holder may reasonably requestrequest (including any information necessary to enable the Holders to file any form required by any Governmental Authority).

Financial Statements, Reports, etc. In the case of Coreleach Borrower, furnish to the Administrative Agent for (which shall promptly furnish to each Lender:): (a) within 90 95 days after the end of each fiscal year, its consolidated balance sheet sheets and related statements of operationsearnings and statements of cash flows, shareholders' equity and cash flows together with the notes thereto, showing the financial condition position of Corel such Borrower and its consolidated Subsidiaries as of the close of such fiscal year and the results of its their operations and the operations of such Subsidiaries subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers KPMG LLP or other independent public accountants of recognized national standing acceptable to the Required Lenders and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the financial condition position and results of operations of Corel each such Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, except as therein noted; (b) within 45 50 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet sheets and related statements of operations and earnings and, with respect to Weyerhaeuser, statements of cash flows flows, showing the financial condition position of Corel Weyerhaeuser and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such consolidated Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods all certified (in the immediately preceding fiscal yearform of Exhibits D-1 and D-2, all certified with respect to Weyerhaeuser and WRECO, respectively) by a one of its Financial Officer of Corel Officers as fairly presenting the financial condition position and results of operations of Corel each such Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, except as therein noted, subject to normal appropriate year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate (in the form of a Exhibits D-3 and D-4, with respect to Weyerhaeuser and WRECO, respectively) of the accounting firm or Financial Officer of Corel such Borrower opining on or certifying such statements (which certificate, when furnished by an accounting firm, may be limited to accounting matters and disclaim responsibility for legal interpretations) (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and thereto, (ii) in the case of Weyerhaeuser setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 6.01(d) and 6.14 and, in the case of 6.01(e) and (iii) including a certificate delivered with the reconciliation setting forth adjustments made to such financial statements required by paragraph in order to make the calculations set forth in clause (aii) of this Section, setting forth the Borrower's calculation of Excess Cash Flowabove; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel it or any Subsidiary of its Subsidiaries with the SEC, or with any national securities exchange, or distributed to its shareholders, as the case may be; (fe) promptly after as soon as practicable, copies of such further financial statements and reports as such Borrower shall send to banks with which it has lines of credit, and all such financial statements and reports as such Borrower shall send to its shareholders (unless all of the request outstanding shares of capital stock of such Borrower are held by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; andone Person); (gf) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers such Borrower or any Subsidiaryof its Subsidiaries, or compliance with the terms of any Loan Document, as the Administrative Agent Agent, any Fronting Bank or any Lender may reasonably request (acting through it being understood that neither Borrower shall be required to provide any information or documents which are subject to confidentiality provisions the nature of which prohibit such disclosure); (g) promptly, and in any event within 2 days, upon becoming aware thereof, notice of any proposed or actual down-grade, suspension or withdrawal of the rating provided by S&P or ▇▇▇▇▇’▇ to Weyerhaeuser in respect of its Senior Unsecured Long-Term Debt; and (h) information required to be delivered pursuant to paragraphs (a), (b), (d) and (e) shall be deemed to have been delivered on the date on which Weyerhaeuser provides notice to the Administrative Agent that such information has been posted on Weyerhaeuser’s website on the internet at the website address listed on the signature pages thereof, at ▇▇▇.▇▇▇.▇▇▇ or at another website identified in such notice and accessible by the Lenders without charge; provided that Weyerhaeuser shall deliver paper copies of the reports and financial statements referred to in paragraphs (a), (b), (d) and (e) of this Section 5.04 to the Administrative Agent) may reasonably request, any Fronting Bank or any Lender who requests Weyerhaeuser to deliver such paper copies until written notice to cease delivering paper copies is given by such Administrative Agent, Fronting Bank or Lender to Weyerhaeuser.

Financial Statements, Reports, etc. In the case of CorelHoldings, furnish to the Administrative Agent for Agent, which shall furnish to each Lender: (a) within 90 120 days after the end of each fiscal year, its consolidated balance sheet and related statements of operationsincome, shareholders' stockholders’ equity and cash flows showing the financial condition of Corel Holdings and its consolidated Subsidiaries subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which opinion shall not be qualified in without a “going concern” explanatory note or any material respectsimilar qualification or exception and without any qualification or exception as to the scope of such audit) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel Holdings and its consolidated Subsidiaries subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, together with a “management’s discussion and analysis of financial condition and results of operations” discussion; (b) within 45 60 days after the end of each of the first three fiscal quarters Fiscal Quarters of each fiscal year, its unaudited consolidated balance sheet and related statements of operations income, stockholders’ equity and cash flows showing the financial condition of Corel Holdings and its consolidated Subsidiaries subsidiaries as of the close of such fiscal quarter Fiscal Quarter and the results of its operations and the operations of such Subsidiaries subsidiaries during such fiscal quarter Fiscal Quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting in all material respects the financial condition and results of operations of Corel Holdings and its consolidated Subsidiaries subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustmentsadjustments and the absence of footnotes, together with a “management’s discussion and analysis of financial condition and results of operations” discussion; (c) concurrently with any delivery of financial statements under paragraph (a) ), or (b) of this Sectionabove, a certificate of a Financial Officer in the form of Corel Exhibit H (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 6.10, 6.11 and 6.14 6.12 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Sectionabove, setting forth the Borrower's Holdings’ calculation of Excess Cash Flow; (d) concurrently with any delivery of financial statements under clause (a) above, a certificate of the accounting firm that reported on such statements (which certificate may be limited to accounting matters and disclaim responsibility for legal interpretations) certifying that as of the last day of the immediately preceding fiscal year no Event of Default or Default has occurred with respect to Sections 6.10, 6.11 or 6.12 or, if such an Event of Default or Default has occurred, specifying the extent thereof in reasonable detail; (e) within 90 30 days after the beginning of each fiscal year of CorelHoldings, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget, it being understood that such budget constitutes Private Lender Information (as such term is defined in the Commitment Letter) and that the Loan Parties do not intend to make such budget, which could be considered material with respect to the Loan Parties for purposes of United States Federal and state securities laws, publicly available; (ef) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel Holdings, the Borrower or any Subsidiary with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission, or with any national securities exchange, or distributed to its shareholders, as the case may be; (fg) promptly after the receipt thereof by Holdings or the Borrower or any of their respective subsidiaries, a copy of any “management letter” received by any such Person from its certified public accountants and the management’s response thereto; (h) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "“know your customer" ” and anti-money laundering rules and regulations, including the USA Patriot PATRIOT Act; and (gi) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of Holdings, the Borrowers Borrower or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request. The Borrower hereby acknowledges and agrees that all financial statements and certificates furnished pursuant to paragraphs (a), (b), (c) and (d) above are hereby deemed to be Borrower Materials suitable for distribution, and to be made available, to Public Lenders as contemplated by the fourth paragraph of Section 9.01 and may be treated by the Administrative Agent and the Lenders as if the same had been marked “PUBLIC” in accordance with such paragraph.

Financial Statements, Reports, etc. In the case of CorelSun, furnish to the Administrative Agent for Agent, which shall furnish to each Lender: (a) within 90 days after the end of each fiscal yearyear (or such earlier date required by the SEC), its consolidated balance sheet and related statements of operationsincome, shareholders' stockholders’ equity and cash flows showing the financial condition of Corel Sun and its consolidated Subsidiaries subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers LLP or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which opinion shall not be qualified in without a “going concern” explanatory note or any material respectsimilar qualification or exception and without any qualification or exception as to the scope of such audit) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel Sun and its consolidated Subsidiaries subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal yearyear (or such earlier date required by the SEC), its unaudited consolidated balance sheet and related statements of operations income and cash flows showing the financial condition of Corel Sun and its consolidated Subsidiaries subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting in all material respects the financial condition and results of operations of Corel Sun and its consolidated Subsidiaries subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate of a Financial Officer of Corel Sun (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 6.10, 6.11 and 6.14 6.12 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Sectionabove, setting forth the Borrower's Sun’s calculation of Excess Cash Flow; (d) within 90 promptly after approval by Sun’s board of directors and in any event not later than 60 days after the beginning of each fiscal year of CorelSun, (i) a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows (including projected capital expenditures), as of the end of and for such fiscal year and on a quarter by quarter basis and setting forth the assumptions used for purposes of preparing such budget) and (ii) a detailed reconciliation of such projected financial results to the financial covenants set forth in Sections 6.11 and 6.12 hereof and, promptly when available, any significant revisions of such budgetbudget or covenant reconciliation; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel Sun or any Subsidiary with the SEC, or any Governmental Authority succeeding to any or all of the functions of said Commission, or with any national securities exchange, or distributed to its shareholders, as the case may be; (f) promptly after the receipt thereof by Sun or any of its subsidiaries, a copy of any “management letter” received by any such person from its certified public accountants and the management’s response thereto; (g) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "“know your customer" ” and anti-money laundering rules and regulations, including the USA Patriot PATRIOT Act; (h) promptly following any request therefor, copies of (i) any documents described in Section 101(k)(1) of ERISA that Sun or any of its ERISA Affiliates may request with respect to any Multiemployer Plan and (ii) any notices described in Section 101(l)(1) of ERISA that Sun or any of its ERISA Affiliates may request with respect to any Multiemployer Plan; provided that if Sun or any of its ERISA Affiliates has not requested such documents or notices from the administrator or sponsor of the applicable Multiemployer Plan, Sun or its ERISA Affiliates shall promptly after the request of any Lender make a request for such documents or notices from the such administrator or sponsor and shall provide copies of such documents and notices promptly after receipt thereof; and (gi) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Sun or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request.

Financial Statements, Reports, etc. In the case of Corelthe Borrower and the Guarantors, furnish deliver to the Administrative Agent for and each Lenderof the Lenders: (a) within 90 days after the end of each fiscal year, its the Borrower’s consolidated balance sheet and related statements statement of operations, shareholders' equity income and cash flows flows, showing the financial condition of Corel the Borrower and its the Guarantors on a consolidated Subsidiaries basis as of the close of such fiscal year and the results of its their respective operations during such year, the consolidated statement of the Borrower to be audited for the Borrower and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited Guarantors by PricewaterhouseCoopers Deloitte & Touche LLP or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which shall not be qualified in any material respectrespect other than with respect to the Cases or a going concern qualification) and to be certified by a Financial Officer of the Borrower to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries the Guarantors on a consolidated basis in accordance with GAAP; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal yearquarters, its unaudited the Borrower’s consolidated balance sheet sheets and related statements of operations income and cash flows flows, showing the financial condition of Corel the Borrower and its Subsidiaries on a consolidated Subsidiaries basis as of the close of such fiscal quarter and the results of its their operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all each certified by a Financial Officer of Corel as fairly presenting the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP, subject to absence of footnotes and normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (a) or and (b) of this Sectionabove, a certificate of a Financial Officer of Corel certifying such statements (i) certifying that no Event of Default or event which upon notice or lapse of time or both would constitute an Event of Default has occurred occurred, or, if such a Default or an Event of Default or event has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in provisions of Sections 6.13 6.04, 6.05, 6.10 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flow6.14; (d) within 90 commencing with the first fiscal month following the Closing Date, as soon as available, but no more than 30 days after the beginning end of each fiscal year of Corelmonth, a detailed consolidated budget for such fiscal year (including a projected i) the unaudited monthly cash flow reports, consolidated balance sheet and related statements of projected operations income of the Borrower and cash flows its Guarantors on a consolidated basis and as of the end close of and for such fiscal year month and setting forth the assumptions used for purposes results of preparing their operations during such budgetmonth and the then elapsed portion of the fiscal quarter and (ii) anda monthly report detailing professional fees and expenses that have been billed and paid or billed but unpaid to date, promptly when availablethe accumulated “hold-back” of professional fees and expenses to date, material adverse changes (if any) to the financial condition, operations, business, properties, assets or prospects of the Borrower and the Guarantors taken as a whole, and any significant revisions of such budgetmaterial adverse developments in any material litigation to which the Borrower or the Guarantors are a party; (e) as soon as possible, and in any event within 45 days of the Closing Date, a consolidated pro forma balance sheet of the Borrower’s and the Guarantors’ financial condition as of the Filing Date; (f) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel it with the Securities and Exchange Commission, or any Subsidiary governmental authority succeeding to any of or all the functions of said commission, or with any national securities exchange, or distributed to its shareholders, as the case may be; (fg) as soon as available and in any event (A) within 30 days after the Borrower or any of its ERISA Affiliates knows or has reason to know that any Termination Event described in clause (i) of the definition of Termination Event with respect to any Single Employer Plan of the Borrower or such ERISA Affiliate has occurred and (B) within 10 days after the Borrower or any of its ERISA Affiliates knows or has reason to know that any other Termination Event with respect to any such Plan has occurred, a statement of a Financial Officer of the Borrower describing the full details of such Termination Event and the action, if any, which the Borrower or such ERISA Affiliate is required or proposes to take with respect thereto, together with any notices required or proposed to be given to or filed with or by the Borrower, the ERISA Affiliate, the PBGC, a Plan participant or the Plan administrator with respect thereto; (h) promptly and in any event within 10 days after receipt thereof by the Borrower or any of its ERISA Affiliates from the PBGC copies of each notice received by the Borrower or any such ERISA Affiliate of the PBGC’s intention to terminate any Single Employer Plan of the Borrower or such ERISA Affiliate or to have a trustee appointed to administer any such Plan; (i) if requested by the Agent, promptly and in any event within 30 days after the request by filing thereof with the Internal Revenue Service, copies of each Schedule B (Actuarial Information) to the annual report (Form 5500 Series) with respect to each Single Employer Plan of the Borrower or any Lender, all documentation and other information that such Lender reasonably requests in order to comply with of its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; andERISA Affiliates; (gj) within 10 days after notice is given or required to be given to the PBGC under Section 302(f)(4)(A) of ERISA of the failure of the Borrower or any of its ERISA Affiliates to make timely payments to a Plan, a copy of any such notice filed and a statement of a Financial Officer of the Borrower setting forth (A) sufficient information necessary to determine the amount of the lien under Section 302(f)(3), (B) the reason for the failure to make the required payments and (C) the action, if any, which the Borrower or any of its ERISA Affiliates proposed to take with respect thereto; (k) promptly and in any event within 10 days after receipt thereof by the Borrower or any ERISA Affiliate from a Multiemployer Plan sponsor, a copy of each notice received by the Borrower or any ERISA Affiliate concerning (A) the imposition of Withdrawal Liability by a Multiemployer Plan, (B) the determination that a Multiemployer Plan is, or is expected to be, in reorganization within the meaning of Title IV of ERISA, (C) the termination of a Multiemployer Plan within the meaning of Title IV of ERISA, or (D) the amount of liability incurred, or which may be incurred, by the Borrower or any ERISA Affiliate in connection with any event described in clause (A), (B) or (C) above; (l) (i) on or prior to each Cash Forecast Delivery Date, (ii) within three Business Days of any request therefor by the Administrative Agent (which may be given up to once per week) (iii) within three Business Days after a Reduction Event or (iv) subject to the immediately succeeding sentence, at the Borrower’s option at any time, a Cash Forecast for the 13-week period commencing on the Monday of the next succeeding calendar week, which Cash Forecast shall become an “Approved Cash Forecast” if approved by the Required Lenders within three Business Days of the delivery thereof (provided that any Cash Forecast that is not objected to by the Required Lenders within three Business Days of the delivery thereof shall be deemed to have been timely approved by the Required Lenders). The Borrower may deliver a Cash Forecast for approval by the Required Lenders at any time. The Borrower may at any time designate any Weekly Cash Forecast as the Cash Forecast delivered pursuant to this subsection; (m) on Tuesday of each week, a Cash Forecast for the 13 weeks commencing with the immediately following week (a “Weekly Cash Forecast”), together with (i) a reconciliation of such forecast against the forecast delivered the previous week, (ii) a reasonably detailed explanation of any variance between the current forecast and such previously delivered forecast and (iii) reasonably detailed calculations demonstrating compliance with Sections 6.04 and 6.05; (n) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Borrower or any SubsidiaryGuarantor, or compliance with the terms of any Loan Document, material loan or financing agreements as the Administrative Agent or Agent, at the request of any Lender (acting through the Administrative Agent) Lender, may reasonably request; and (o) furnish to the Agent and its counsel promptly after the same is available, copies of all pleadings, motions, applications, judicial information, financial information and other documents filed by or on behalf of the Borrower or any of the Guarantors with the Bankruptcy Court in the Cases, or distributed by or on behalf of the Borrower or any of the Guarantors to any official committee appointed in the Cases.

Financial Statements, Reports, etc. In the case of Corelthe Parent, furnish to the Administrative Agent for each LenderAgent: (a) within 90 105 days after the end of each fiscal year, its consolidated balance sheet and related statements of operationsincome, shareholders' stockholders’ equity and cash flows showing the financial condition of Corel and its consolidated Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries during for such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers Deloitte & Touche LLP or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which shall either (i) not be qualified in any material respectrespect (excluding for purposes of this clause (i) (A) any “going concern” or like qualification or exception solely to the extent of, related solely to or resulting solely from the classification of the Loans hereunder as short-term indebtedness during the twelve-month period ending as of the Maturity Date and (B) any qualification relating to changes in accounting principles or practices reflecting changes in GAAP and required or approved by the Parent’s independent certified public accountant) or (ii) be reasonably acceptable to the Required Lenders) to the effect that such consolidated financial statements present fairly present in all material respects the financial condition and results of operations of Corel the Parent and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied; (b) within 45 50 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet and related statements of operations income, stockholders’ equity and cash flows showing the financial condition of Corel and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during for such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a Financial Officer one of Corel its Responsible Officers as presenting fairly presenting in all material respects the financial condition and results of operations of Corel the Parent and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustmentsadjustments and the absence of footnotes; (c) concurrently with any delivery of financial statements under paragraph (ai) or (b) of this Sectionabove, a certificate of Compliance Certificate executed by a Financial Responsible Officer of Corel the Parent (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and thereto, (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants covenant contained in Sections 6.13 Section 7.05 and 6.14 (iii) stating whether any material change in GAAP or in the application thereof has occurred since the date of the audited financial statements referred to in Section 5.05 and, in if any such change has occurred, specifying the case effect of a certificate delivered with such change on the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flowaccompanying such certificate; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel the Parent or any Subsidiary with the SEC, or with any national securities exchange, or distributed to its shareholdersshareholders generally, as the case may be; (e) [reserved]; (f) promptly after promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Parent or any Subsidiary, or compliance with the terms of this Agreement, as the Administrative Agent or any Lender may reasonably request; (g) promptly, following a request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "“know your customer" ” and anti-money laundering rules and regulations, including the USA Patriot Act; and PATRIOT Act and the Beneficial Ownership Regulation. Documents required to be delivered pursuant to this Section 6.04 (gto the extent any such documents are included in materials otherwise filed with the SEC) promptlymay be delivered electronically and if so delivered, from time shall be deemed to time, have been delivered on the date (i) on which the Borrower or the Parent posts such other information regarding the operations, business affairs and financial condition of the Borrowers or any Subsidiarydocuments, or compliance with provides a link thereto on the terms Borrower’s or the Parent’s website on the Internet at the website address listed on Schedule 11.02; or (ii) on which such documents are posted on the Borrower’s or the Parent’s behalf on an Internet or intranet website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent); provided, that: (i) the Parent shall deliver paper copies of any Loan Document, as such documents required to be delivered pursuant to Section 6.04(a)(i) and (b) to the Administrative Agent or any Lender upon its request to the Borrower to deliver such paper copies until a written request to cease delivering paper copies is given by the Administrative Agent or such Lender and (acting through ii) the Borrower shall notify the Administrative Agent (by telecopier or electronic mail) of the posting of any such documents required to be delivered pursuant to Section 6.04(a)(i) and (b). The Administrative Agent shall have no obligation to request the delivery of or to maintain paper copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery by a Lender, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The Borrower hereby acknowledges that (a) the Administrative Agent and/or the Joint Lead Arrangers will make available to the Lenders and the L/C Issuers materials and/or information provided by or on behalf of the Loan Parties hereunder (collectively, “Borrower Materials”) by posting the Borrower Materials on DebtDomain, IntraLinks, Syndtrak, ClearPar, or another similar electronic system (the “Platform”) and (b) certain of the Lenders (each, a “Public Lender”) may have personnel who do not wish to receive material non-public information with respect to any of the Parent, its Affiliates, or the respective securities of any of the foregoing, and who may be engaged in investment and other market-related activities with respect to such Persons’ securities. The Loan Parties hereby agree that upon the written request of the Administrative Agent (w) all Borrower Materials that are to be made available to Public Lenders shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Borrower Materials “PUBLIC,” the Loan Parties shall be deemed to have authorized the Administrative Agent, the Joint Lead Arrangers, the L/C Issuers and the Lenders to treat such Borrower Materials as not containing any material non-public information with respect to the Borrower or the Parent or its respective securities for purposes of United States Federal and state securities laws (provided, however, that to the extent such Borrower Materials constitute Information, they shall be treated as set forth in Section 11.07); (y) may reasonably requestall Borrower Materials marked “PUBLIC” are permitted to be made available through a portion of the Platform designated “Public Side Information;” and (z) the Administrative Agent and the Joint Lead Arrangers shall be entitled to treat any Borrower Materials that are not marked “PUBLIC” as being suitable only for posting on a portion of the Platform not designated “Public Side Information.”

Financial Statements, Reports, etc. In the case of Corelthe Borrower, furnish to the Administrative Agent for and each Lender: (a) within 90 days after the end of each fiscal year, its consolidated balance sheet and related statements of operations, shareholdersstockholders' equity and cash flows showing the financial condition of Corel the Borrower and its consolidated Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers Ernst & Young LLP or other independent public accountants of recognized national standing acceptable to the Required Lenders and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet and related statements of operations operations, stockholders' equity and cash flows showing the financial condition of Corel the Borrower and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting in all material respects the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under sub-paragraph (a) or (b) of this Sectionabove, a letter of the accounting firm or certificate of a the Financial Officer of Corel reporting on or certifying such statements (iwhich letter, when furnished by an accounting firm, may be limited to accounting matters and disclaim responsibility for legal interpretations) certifying reporting that no Default or they are unaware that any Event of Default has occurred occurred, in the case of the accounting firm, or certifying that no Event of Default or Default has occurred, in the case of the Financial Officer, or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flowthereto; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel the Borrower or any Subsidiary with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission, or with any national securities exchange, or distributed to its shareholders, as the case may be; (f) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; and (ge) prior to the beginning of each fiscal year, a copy of the budget for its consolidated balance sheet and related statements of income and cash flows for each quarter of such fiscal year; and (f) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Borrower or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request.. 61 56

Financial Statements, Reports, etc. In the case of Corelthe Parent and the Borrower, furnish to the Administrative Agent for and each Lender: (a) within 90 days after the end of each fiscal year, its consolidated balance sheet sheets and related statements of operations, shareholderscash flows and stockholders' equity and cash flows showing the financial condition of Corel the Parent and its the Borrower and their consolidated Subsidiaries subsidiaries as of the close of such fiscal year and the results of its their operations and the operations of such Subsidiaries subsidiaries during such year and (with the exception of fiscal year, together with comparative figures for years prior to 1999) the immediately preceding fiscal year, all audited by PricewaterhouseCoopers Deloitte & Touche LLP or other independent public accountants of recognized national standing acceptable to the Required Lenders and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel the Parent and its the Borrower and their consolidated Subsidiaries subsidiaries on a consolidated basis in accordance with GAAP; (b) within 45 60 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet sheets and related statements of operations and operations, cash flows and stockholders' equity showing the financial condition of Corel the Parent and its the Borrower and their consolidated Subsidiaries subsidiaries as of the close of such fiscal quarter and the results of its their operations and the operations of such Subsidiaries subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, year and comparative figures for during the same corresponding periods in the immediately preceding fiscal yearyear (with the exception of fiscal years prior to 1999), all certified by a Financial Officer of Corel the Borrower as fairly presenting in all material respects the financial condition and results of operations of Corel the Parent and its the Borrower and their consolidated Subsidiaries subsidiaries on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustments; (c) within 60 days after the end of each fiscal quarter of each fiscal year, a management report in form satisfactory to the Administrative Agent setting forth the consolidating revenues of the Parent and the Borrower and their consolidated subsidiaries for such quarter, the operating income before depreciation and amortization for each Station during such quarter and a summary report of the most recent ▇▇▇▇▇▇▇ ratings available for such Stations; (d) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate of the accounting firm or Financial Officer opining on or certifying such statements (which certificate, when furnished by an accounting firm, may be limited to accounting matters and disclaim responsibility for legal interpretations and, when furnished by a Financial Officer Officer, may be qualified as being to the knowledge of Corel such Financial Officer) (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the financial covenants contained in Sections 6.13 and 6.14 andArticle VI; (e) concurrently with each delivery of financial statements under paragraph (a) above, in the case of a certificate delivered beginning with the financial statements required by paragraph (a) for the fiscal year ending December 31, 1999, a certificate of this Section, a Financial Officer in form and detail satisfactory to the Administrative Agent setting forth the Borrower's a calculation of Excess Cash FlowFlow for the fiscal year to which such statements relate; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (ef) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel the Parent, the Borrower or any Subsidiary of the Subsidiaries with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission, or with any national securities exchange, or distributed to its shareholders, as the case may be; (fg) promptly after following their submission with the request FCC or any other Federal, state or local Governmental Authority, copies of any and all periodic or special reports filed by the Parent or any of the Subsidiaries, if such reports indicate any material adverse change in the business, operations or financial condition of the Parent or any of the Subsidiaries or if copies thereof are requested by any LenderLender or the Administrative Agent, and copies of any and all documentation material notices and other information that such Lender reasonably requests in order material communications from the FCC or from any other Federal, state or local Governmental Authority with respect to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot ActParent or any of the Subsidiaries or any Station; and (gh) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Parent, the Borrower or any Subsidiaryof the Subsidiaries, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request.

Financial Statements, Reports, etc. In the case of Corelthe Borrower, furnish to the Administrative Agent for each LenderAgent: (a) within 90 100 days after the end of each fiscal yearyear commencing with Borrower’s fiscal year ending December 31, 2012, its consolidated balance sheet and related statements of operationsincome, shareholders' stockholders’ equity and cash flows showing the financial condition of Corel the Borrower and its consolidated Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers LLP or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which shall not be qualified in subject to any material respect“going concern” or like qualification or exception or any qualification or exception as to the scope of such audit) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP; (b) within 45 50 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet and related statements of operations income, stockholders’ equity and cash flows showing the financial condition of Corel the Borrower and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, compared with the results of its operations and comparative figures for the same periods operations of its Subsidiaries in the immediately preceding corresponding quarter from the prior fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (aSection 7.04(a) or (b7.04(b) of this Sectionabove, a certificate of duly completed Compliance Certificate, signed by a Financial Officer of Corel (i) certifying that no Default or Event of Default has occurred or, if such a Default or an Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flow; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget[reserved]; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel the Borrower or any Subsidiary with the SEC or with any national securities exchange, or distributed to its shareholders, as the case may be; (f) promptly after the request receipt thereof by the Borrower or any of its Subsidiaries, a copy of any final “management letter” received by any Lender, all documentation such Person from its certified public accountants and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Actmanagement’s response thereto; and (g) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Borrower or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender may reasonably request. Documents required to be delivered pursuant to Section 7.04(a), 7.04(b) or 7.04(e) (acting through to the extent any such documents are included in materials otherwise filed with the SEC) may be delivered electronically and, if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower posts such documents, or provides a link thereto, on the Borrower’s website on the Internet at the website address listed on Schedule 11.02; or (ii) on which such documents are posted on the Borrower’s behalf on an Internet or intranet website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent); provided that the Borrower shall notify (which may be by facsimile or electronic mail) the Administrative Agent (which shall notify each Lender) of the posting of any such document and, promptly upon request by the Administrative Agent, provide to the Administrative Agent by electronic mail an electronic version (i.e., a soft copy) of any such document specifically requested by the Administrative Agent. The Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents. The Borrower hereby acknowledges that (a) the Administrative Agent and/or MLPFS may, but shall not be obligated to, make available to the Lenders and the L/C Issuer materials and/or information provided by or on behalf of the Borrower hereunder (collectively, “Borrower Materials”) by posting the Borrower Materials on Debt Domain, IntraLinks, Syndtrak or another similar electronic system (the “Platform”) and (b) certain of the Lenders (each a “Public Lender”) may reasonably requesthave personnel who do not wish to receive material non-public information with respect to the Borrower or its Affiliates, or the respective securities of any of the foregoing, and who may be engaged in investment and other market-related activities with respect to such Persons’ securities. The Borrower hereby agrees that (w) all Borrower Materials that are to be made available to Public Lenders shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Borrower Materials “PUBLIC,” the Borrower shall be deemed to have authorized the Administrative Agent, MLPFS, the L/C Issuer and the Lenders to treat such Borrower Materials as not containing any material non-public information with respect to the Borrower or its securities for purposes of United States Federal and state securities laws (provided, however, that to the extent such Borrower Materials constitute Information, they shall be treated as set forth in Section 11.07); (y) all Borrower Materials marked “PUBLIC” are permitted to be made available through a portion of the Platform designated “Public Side Information;” and (z) the Administrative Agent and MLPFS shall be entitled to treat any Borrower Materials that are not marked “PUBLIC” as being suitable only for posting on a portion of the Platform not designated as “Public Side Information.” Notwithstanding the foregoing, the Borrower shall be under no obligation to ▇▇▇▇ any Borrower Materials “PUBLIC.”

Financial Statements, Reports, etc. In the case of Corel, The Borrower will furnish to the Administrative Agent for and each LenderBank: (a) within 90 days after no later than the end of each fiscal yeardate on which such statements are required to be filed with the SEC, its consolidated balance sheet sheets and the related statements of operations, shareholders' equity income and cash flows flows, showing the its consolidated financial condition of Corel and its consolidated Subsidiaries as of the close of such fiscal year and the consolidated results of its operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers LLC or other independent public accountants auditors of recognized national standing and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) auditors to the effect that such consolidated financial statements fairly present in all material respects the its financial condition and results of operations of Corel and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, except as noted therein; (b) within 45 days after no later than the end date on which such statements are required to be filed with the SEC, its consolidated balance sheets and related statements of income and cash flows for each of the first three fiscal quarters of each fiscal year, showing its unaudited consolidated balance sheet and related statements of operations and cash flows showing the financial condition of Corel and its consolidated Subsidiaries as of the close of such fiscal quarter and the consolidated results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding such fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting the its financial condition and results of operations of Corel and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustmentsrecurring accruals, except as noted therein; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate of a Financial Officer of Corel (i) certifying that no Event of Default, Default or Cash Collateral Event of Default has occurred (including pursuant to the financial covenants contained in Sections 7.01 and 7.02, as demonstrated in reasonable detail) or, if such a Default or an Event of Default or Default or Cash Collateral Event has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flowthereto; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials reports filed by Corel it with the SEC (other than reports on Form 8-K which are filed solely for the purpose of filing exhibits), or any Subsidiary with Governmental Authority succeeding to any national securities exchangeof or all the functions of the SEC, or distributed to its shareholders, as the case may be; (e) as soon as available, and in any event no later than the fifteenth day of each month, a report substantially in the form of Exhibit F providing (i) for each account listed on Schedule 5.12, the institution where each such account is held, the bank balance of each such account as of the last day of the previous month and the change in the bank balance of each such account since the last report provided pursuant to this paragraph (e), (ii) information as to all cash held by the Borrower and its Subsidiaries as of the end of the previous month, including a designation of whether such cash is restricted or freely available, the amount of available cash maintained in domestic and foreign accounts, and the amount of such cash held in accounts not listed on Schedule 5.12, (iii) a list of Permitted Investments held by the Borrower or any Subsidiary on the last day of the previous month, the type of each such Permitted Investment, the value of such Permitted Investment on the last day of the previous month and the change in the value of such Permitted Investment since the last report provided pursuant to this paragraph (e); and (iv) a calculation demonstrating compliance with Section 6.01(b); (f) promptly as soon as available, and in any event no later than 30 days after the request by any Lenderend of each fiscal quarter (i) a list of each item of External Sharing Debt (other than External Sharing Debt described in clause (f) of the defined term "External Sharing Debt") outstanding on the last Business Day of such quarter including, all documentation where applicable, the outstanding amount thereof, (ii) a list of the Material Subsidiaries in existence on the last Business Day of such quarter and other information that such Lender reasonably requests (iii) in order the case of each fiscal quarter ending on or after September 30, 2003, updated versions of Schedules 4 and 6 to comply with its ongoing obligations under applicable "know your customer" the Guarantee and anti-money laundering rules and regulations, including the USA Patriot ActCollateral Agreement; and (g) promptly, from time to timepromptly following any request therefor, such other information regarding the operations, business affairs and financial condition of the Borrowers Borrower or any Subsidiary, or compliance with the terms of any Loan Documentthis Agreement, as the Administrative Agent or any Lender Bank (acting through the Administrative Agent) may reasonably request. Reports and financial statements required to be delivered pursuant to paragraphs (a), (b) and (d) of this Section 5.02 shall be deemed to have been delivered on the date on which the Borrower posts such reports, or reports containing such financial statements, on the Borrower's website on the Internet at www.lucent.com or when such reports, or reports containing such fin▇▇▇▇▇▇ ▇▇▇▇▇▇▇nts, are posted on the SEC's website at www.sec.gov; provided that the Borrower shall deliver paper copies ▇▇ ▇▇▇ ▇▇▇▇rts and financial statements referred to in paragraphs (a), (b) and (d) of this Section 5.02 to the Administrative Agent or any Bank who requests the Borrower to deliver such paper copies until written notice to cease delivering paper copies is given by the Administrative Agent or such Bank.

Financial Statements, Reports, etc. In the case of Corelthe Borrower, furnish to the Administrative Agent for and each Lender: (a) within 90 days after the end of each fiscal year, its consolidated balance sheet and related statements of operationsincome, shareholdersstockholders' equity and cash flows showing the financial condition of Corel the Borrower and its consolidated Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers KPMG Peat Marwick or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet and related statements of operations income and cash flows showing the financial condition of Corel the Borrower and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting in all material respects the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate of a the accounting firm (in the case of paragraph (a)) or Financial Officer (in the case of Corel paragraph (b)) opining on or certifying such statements (which certificate, when furnished by an accounting firm, may be limited to accounting matters and disclaim responsibility for legal interpretations) (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail reasonably satisfactory to the Administrative Agent demonstrating compliance with the covenants contained set forth in Sections 6.13 6.09, 6.10, and 6.14 and6.11, and (iii) in the case of a certificate delivered with the financial statements required by paragraph (a) of this Sectionabove, demonstrating compliance with the covenant set forth in Section 6.08 and setting forth the Borrower's calculation of Excess Cash Flow; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel the Borrower or any Subsidiary with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission, or with any national securities exchange, or distributed to its shareholders, as the case may be; (fe) promptly after the request receipt thereof by Citadel or the Borrower or any of their respective subsidiaries, but in no event later than June 30 of any year, a copy of any "management letter" received by any Lendersuch person from its certified public accountants and the management's response thereto; (f) not later than January 1 of each year, all documentation a business plan for such year setting forth in reasonable detail the projected operations budget of each Broadcast Market and other ISP of the Borrower for such year; (g) each year, at the time of delivery of annual financial statements with respect to the preceding fiscal year pursuant to clause (a) above, the Borrower shall deliver to the Administrative Agent a certificate of a Financial Officer of the Borrower setting forth the information required pursuant to Section 2 of the Perfection Certificate or confirming that there has been no change in such Lender reasonably requests in order information since the date of the Perfection Certificate delivered on the Original Closing Date or the date of the most recent certificate delivered pursuant to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Actthis Section; and (gh) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of Citadel, the Borrowers Borrower or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request.

Financial Statements, Reports, etc. In the case of Corel, Tenant shall furnish to Landlord and Administrative Agent, with sufficient copies for each Rent Purchaser, the following, each in such form and such detail as Landlord, Administrative Agent for each Lenderor Majority Rent Purchasers shall reasonably request: (ai) within 90 As soon as available and in no event later than forty-five (45) days after the end last day of each of the first three (3) fiscal yearquarters of Tenant, its consolidated balance sheet and related statements a copy of operations, shareholders' equity and cash flows showing the financial condition Financial Statements of Corel Tenant and its Subsidiaries (prepared on a consolidated Subsidiaries as of basis) for such quarter and for the close of such fiscal year and to date, certified by the results chief executive officer or chief financial officer of its operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) Tenant to the effect that such consolidated financial statements present fairly present in all material respects the financial condition and condition, results of operations of Corel and its consolidated Subsidiaries on a consolidated basis other information reflected therein and to have been prepared in accordance with GAAP; GAAP (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet and related statements of operations and cash flows showing the financial condition of Corel and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a Financial Officer of Corel as fairly presenting the financial condition and results of operations of Corel and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustments); (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Section, a certificate of a Financial Officer of Corel (i) certifying that no Default or Event of Default has occurred or, if such a Default or an Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations As soon as available and in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph no event later than ninety (a90) of this Section, setting forth the Borrower's calculation of Excess Cash Flow; (d) within 90 days after the beginning close of each fiscal year of CorelTenant, (A) copies of the audited Financial Statements of Tenant and its Subsidiaries (prepared on a consolidated basis) for such year, audited by KPMG LLP or other independent certified public accountants of recognized national standing acceptable to Landlord and Administrative Agent, and (B) copies of the unqualified opinions (or qualified opinions reasonably acceptable to Landlord and Administrative Agent) and, to the extent delivered and within ten (10) days after delivery, final management letters delivered by such accountants to the Audit Committee of the Board of Directors in connection with all such Financial Statements; (iii) Contemporaneously with the quarterly and year-end Financial Statements required by the foregoing clauses (i) and (ii), a detailed consolidated budget compliance certificate of the chief executive officer, chief financial officer or treasurer of Tenant (a “Compliance Certificate”) which (A) states that no Default has occurred and is continuing, or, if any such Default has occurred and is continuing, a statement as to the nature thereof and what action Tenant proposes to take with respect thereto; and (B) sets forth, for the quarter, year or other applicable period covered by such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows Financial Statements or as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions last day of such budgetquarter or year (as the case may be), the calculation of the financial ratios and tests provided in Section 21.22; (eiv) promptly [Reserved]; (v) As soon as possible and in no event later than thirty (30) Business Days after any officer of Tenant knows of the same become publicly availableoccurrence or existence of (A) any Reportable Event under any Employee Benefit Plan or Multiemployer Plan; (B) any actual litigation, suits or claims against Tenant or any of its Subsidiaries which individually asserts a claim for monetary damages payable by Tenant or its Subsidiaries of $25,000,000 or more; or (C) any other event or condition which is reasonably likely to have a Material Adverse Effect; or (D) any Default; the statement of the chief executive officer, chief financial officer or treasurer of Tenant setting forth details of such event, condition or Default and the action which Tenant proposes to take with respect thereto; (vi) As soon as available and in no event later than five (5) Business Days after they are sent, made available or filed, copies of (A) all periodic registration statements and other reports filed by Tenant or any of its Subsidiaries with any securities exchange or the United States Securities and Exchange Commission (including, without limitation, all 10-Q, 10-K and 8-K reports); (B) all reports, proxy statements and other materials filed financial statements sent or made available by Corel or any Subsidiary with any national securities exchange, or distributed Tenant to its shareholders, as security holders; and (C) all press releases concerning any material developments in the case may be; (f) promptly after business of Tenant made available by Tenant to the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Actpublic generally; and (gvii) promptlySuch other instruments, from time agreements, certificates, statements, documents and information relating to timethe operations or condition (financial or otherwise) of Tenant or its Subsidiaries, such other information regarding the operations, business affairs and financial condition of the Borrowers or any Subsidiary, or compliance by Tenant with the terms of any Loan Document, this Lease and the other Operative Documents as the Landlord and Administrative Agent or any Lender (acting through the Administrative Agent) may from time to time reasonably request. The requirements of clauses (i), (ii) and (vi) above may be satisfied by (i) the posting of such documents on Tenant’s internet homepage located at ▇▇▇.▇▇▇▇▇.▇▇▇ or the SEC’s ▇▇▇▇▇ database (located at ▇▇▇.▇▇▇.▇▇▇) no later than the next Business Day after such documents have been filed with the SEC; provided that such documents shall be in a format that is downloadable and printable; or (ii) the delivery of such documents via electronic format by e-mail or otherwise.

Financial Statements, Reports, etc. In the case of Corel, furnish Furnish to the Administrative Agent or Collateral Monitor, as applicable, with copies for each Lenderof the Lenders: (a) within 90 days after the end of each fiscal yearFiscal Year, its consolidated (i) Consolidated balance sheet sheets and related Consolidated and consolidating income statements of operations, shareholders' equity and cash flows showing the Consolidated financial condition position of Corel the Borrower and its consolidated Subsidiaries subsidiaries as of the close of such fiscal year Fiscal Year and the Consolidated results of its their operations during such year, and (ii) a Consolidated statement of shareholders' equity and a Con solidated statement of cash flow, as of the operations close of such Subsidiaries during Fiscal Year, comparing such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers or other independent public accountants financial position and results of recognized national standing and accompanied by an opinion of operations to such accountants (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations for the comparable period during the immediately preceding Fiscal Year, all the foregoing Consolidated financial statements to be audited by independent public accountants acceptable to the Agent (which report shall not contain any qualification except with respect to new accounting principles mandated by the Financial Accounting Standards Board), and to be in form and substance acceptable to the Agent; together with supplemental balance sheets and statements of Corel income, shareholders equity and its consolidated Subsidiaries on cash flow prepared by such independent public accountants as being fairly stated in relation to such audited financial statements taken as a consolidated basis in accordance with GAAPwhole; (b) within 45 days after the end of each of the first three (3) fiscal quarters of each fiscal yearthe Borrower, its (i) unaudited consolidated Consolidated balance sheet sheets and related Consolidated income statements of operations and cash flows showing the financial condition of Corel and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a Financial Officer of Corel as fairly presenting the financial condition position and results of operations of Corel the Borrower and its consolidated Subsidiaries on subsidiaries as of the end of each such quarter, (ii) a consolidated basis Consolidated statement of shareholders' equity and (iii) a Consolidated statement of cash flow, in each case for the fiscal quarter just ended and for the period commencing at the end of the immediately preceding Fiscal Year and ending with the last day of such quarter, and comparing such financial position and results of operations to the projections for the applicable period provided under paragraph (h) below and to the results for the comparable period during the immediately preceding Fiscal Year, in each case prepared and certified by the Financial Officer of the Borrower as presenting fairly in all material respects the financial position and results of operations of the Borrower and its subsidiaries and as having been prepared in accordance with GAAP, (except the absence of footnote disclosure), in each case subject to normal year-end audit adjustments; (c) within 30 days after the end of each month, (i) unaudited Consolidated balance sheets and income statements showing the financial position and results of operations of the Borrower and its subsidiaries as of the end of each such month, (ii) a Consolidated statement of shareholders' equity and (iii) a Consolidated statement of cash flow, in each case for the month just ended and for the period commencing at the end of the immediately preceding Fiscal Year and ending with the last day of such month, and comparing such financial position and results of operations to the projections for the applicable period provided under paragraph (h) below and to the results for the comparable period during the immediately preceding Fiscal Year, prepared and certified by the Financial Officer of the Borrower as presenting fairly in all material respects the financial condition and results of operations of the Borrower and its subsidiaries and as having been prepared in accordance with GAAP (except the absence of footnote disclosure), in each case subject to normal year-end audit adjustments; (d) promptly after the same become publicly available, copies of such registration statements, annual, periodic and other reports, and such proxy statements and other information, if any, as shall be filed by the Borrower or any subsidiaries with the Securities and Exchange Commission pursuant to the requirements of the Securities Act of 1933 or the Securities Exchange Act of 1934; (i) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate of a the firm or person referred to therein (x) which certificate shall, in the case of the certificate of the Financial Officer of Corel (i) certifying the Borrower, certify that to the best of 66 his or her knowledge no Default or Event of Default has occurred or(including calculations demonstrating compliance, as of the dates of the financial statements being furnished, with the covenants set forth in Sections 7.07, 7.08, 7.09 and 7.10 hereof) and, if such a Default or an Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (iiy) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 andwhich certificate, in the case of a the certificate delivered with furnished by the financial statements required by independent public accountants referred in paragraph (a) above, may be limited to accounting matters and disclaim responsibility for legal interpretations, but shall in any event certify that to the best of this Sectionsuch accountants' knowledge, setting forth the Borrower's calculation of Excess Cash Flow; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end dates of the financial statements being furnished no Default or Event of Default has occurred under any of the covenants set forth in Sections 7.07, 7.08, 7.09 and for 7.10 hereof (such fiscal year and setting forth the assumptions used for purposes of preparing certificate to include calculations demonstrating compliance with such budgetcovenants) and, promptly when availableif such a Default or Event of Default has occurred, a separate certificate signed by the Financial Officer of the Borrower specifying the nature and extent thereof and any significant revisions corrective action taken or proposed to be taken with respect thereof; provided, however, that any certificate delivered concurrently with (a) above shall be accompanied by a supplemental certificate confirming the accuracy of such budget; (e) promptly after the same become publicly available, copies accountants' certificate and signed by the Financial Officer of all periodic and other reports, proxy statements and other materials filed by Corel or any Subsidiary with any national securities exchange, or distributed to its shareholders, as the case may beBorrower; (f) promptly after concurrently with any delivery under (a) above, a management letter prepared by the request by any Lenderindependent public accountants who reported on the financial statements delivered under (a) above, all documentation with respect to the internal audit and other information that such Lender reasonably requests in order to comply with financial controls of the Borrower and its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; andsubsidiaries; (g) promptlytogether with the last Borrowing Base Certificate of a fiscal month to be delivered pursuant to Section 6.05(k) hereof, an aging schedule of the Receivables in the form of the aging schedule of Receivables dated June 30, 1999 previously furnished to the Agent and Collateral Monitor, together with an executive summary with respect to the Borrower's top five accounts for which Receivables are more than 90 days past due, comparing the total of such past due Receivables for the month then ended to the total of past due Receivables for the previous month and the Borrower's plan with respect to the collection of such past due Receivables, executed by the Financial Officer of the Borrower; (h) within 30 days prior to the beginning of each Fiscal Year, a summary of business plans and financial operation projections (including, without limitation, with respect to Capital Expenditures) for the Borrower and its respective subsidiaries for such Fiscal Year (including monthly balance sheets, statements of income and of cash flow) and annual projections through the Revolving Credit Termination Date prepared by management and in form, substance and detail (including, without limitation, principal assumptions) satisfactory to the Agent and Collateral Monitor; (i) within 30 days after the end of each fiscal quarter a backlog report in form satisfactory to the Agent and Collateral Monitor; (j) as soon as practicable, copies of all reports, forms, filings, loan documents and financial information submitted to governmental agencies and/or its shareholders; (k) (deliver to the Agent and the Collateral Monitor without copies to the Lenders) each Friday a Borrowing Base Certificate in the form of Schedule 6.05(k) annexed hereto, current as of the close of business on the Saturday of the immediately preceding week, setting forth the calculation of the Borrowing Base and Availability of the Borrower, supported by a schedule showing (by season and dollar valuation) inventory which is Prior Season Inventory and ASL Retail Prior Season Inventory, provided that (1) the Borrowing Base and the Availability set forth in the Borrowing Base Certificate shall be effective from time and including the date such Borrowing Base Certificate is duly received by the Collateral Monitor to timebut not including the date on which a subsequent Borrowing Base Certificate is duly received by the Collateral Monitor, unless the Collateral Monitor disputes the eligibility of any asset for inclusion in the calculation of the Borrowing Base or the valuation thereof by notice of such dispute to the Borrower and (2) in the event of any dispute about the eligibility of an asset for inclusion in the calculation of the Borrowing Base or the valuation thereof, the Collateral Monitor's good faith judgment (in consultation with the Agent) shall control; (l) immediately upon becoming aware thereof, notice to the Agent of the breach by any party of any material agreement with the Borrower; (m) (deliver to the Agent and the Collateral Monitor without copies to the Lenders) within 30 days after the end of each fiscal month, an Inventory Designation Schedule in the form of Schedule 6.05(m), current as of the close of business on the last day of such fiscal month, certified by the Financial Officer of the Borrower, containing the breakdown of the consolidated inventory of the Borrower and its subsidiaries valued at cost; (n) such other information regarding the operations(including, business affairs without limitation, consolidating balance sheets, statements of income, shareholders equity and financial condition cash flow of the Borrowers or any Subsidiary, or compliance with the terms of any Loan Document, Borrower) as the Administrative Agent or any Lender (acting through the Administrative Agent) Collateral Monitor may reasonably request.

Financial Statements, Reports, etc. In the case of Corel, furnish Furnish to the Administrative Agent for Agent, the Senior Managing Agents, the Managing Agents, the Fronting Bank, the Swingline Lender and each Lender: (a) in the case of JSC, within 90 days after the end of each fiscal year, its consolidated balance sheet sheets and related statements of operations, shareholdersstockholders' equity and cash flows flows, showing the financial condition of Corel such Person and its consolidated Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers Ernst & Young LLP or other independent public accountants auditors of recognized national standing acceptable to the Required Lenders and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel and its consolidated Subsidiaries such Person on a consolidated basis in accordance with GAAP; (b) in the case of JSC, within 45 days after the end of each of the first three fiscal quarters of each fiscal year, (i) its unaudited consolidated balance sheet sheets and related statements of operations operations, stockholders' equity and cash flows flows, showing the financial condition of Corel such Person and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then then-elapsed portion of the fiscal yearyear and (ii) a narrative discussion of the results of operations of JSC in a form reasonably satisfactory to the Senior Managing Agents (it being understood that, and comparative figures for the same periods in the immediately preceding fiscal yearcase of clause (i) above, all such information shall be in reasonable detail and certified by a Financial Officer of Corel JSC, as fairly presenting the financial condition and results of operations of Corel and its consolidated Subsidiaries JSC on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustments); (c) in the case of JSC, within 30 days after the end of each month (other than the last month of any fiscal quarter), its consolidated balance sheets and related statements of operations, stockholders' equity and cash flows, showing the financial condition of such Person and its consolidated Subsidiaries as of the close of such month and the results of its operations and the operations of such Subsidiaries during such month and the then-elapsed portion of the fiscal year; (d) concurrently with any delivery of financial statements of JSC under paragraph (a) or (b) of this Sectionabove, a certificate of a Financial Officer of Corel such Person (i) certifying that that, after due investigation and reasonable inquiry, no Default or Event of Default has occurred or, if such a Default or an Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flow; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel or any Subsidiary with any national securities exchange, or distributed to its shareholders, as the case may be; (f) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; and (g) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request.Senior

Financial Statements, Reports, etc. In the case of CorelHoldings, furnish to the Administrative Agent for each Lender: (a) within 90 days after the end of each fiscal year, its consolidated balance sheet and related statements of operationsincome, shareholders' stockholders’ equity and cash flows showing the financial condition of Corel Holdings and its consolidated Subsidiaries subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers LLP or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which opinion shall not be qualified in without a “going concern” or like qualification or exception and without any material respectqualification or exception as to the scope of such audit) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel Holdings and its consolidated Subsidiaries subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet and related statements of operations income, stockholders’ equity and cash flows showing the financial condition of Corel Holdings and its consolidated Subsidiaries subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting the financial condition and results of operations of Corel Holdings and its consolidated Subsidiaries subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments; (ci) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate of a the Financial Officer of Corel Holdings certifying such statements (ix) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (iiy) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 6.06, 6.10, 6.11 and 6.14 6.12 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Sectionabove, setting forth the Borrower's ’s calculation of Excess Cash FlowFlow and (ii) concurrently with any delivery of financial statements under paragraph (a) above, a certificate of the accounting firm opining on such statements (which certificate, when furnished by an accounting firm, may be limited to accounting matters and disclaim responsibility for legal interpretations) (x) certifying that such accounting firm has reviewed the terms of this Agreement and (y) that nothing has come to their attention that constitutes an Event of Default or Default; (d) no more than 15 days after approval thereof by the board of directors of Holdings (and, in any event, within 90 45 days after the beginning end of each fiscal year of CorelHoldings), a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel Holdings, the Borrower or any Subsidiary with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission, or with any national securities exchange, or distributed to its shareholders, as the case may be; (f) promptly after the receipt thereof by Holdings or the Borrower or any of their respective subsidiaries, a copy of any “management letter” received by any such person from its certified public accountants and the management’s response thereto; (g) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "“know your customer" ” and anti-money laundering rules and regulations, including the USA Patriot Act; and (gh) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of Holdings, the Borrowers Borrower or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request.

Financial Statements, Reports, etc. In the case of Corelthe Company, furnish to the Administrative Agent for and each Lender: (a) within 90 days after the end of each fiscal year, its consolidated Consolidated balance sheet and related Consolidated statements of operationsearnings, shareholders' equity and cash flows and shareholders’ equity, showing the financial condition position of Corel the Company and its consolidated Consolidated Subsidiaries as of the close of such fiscal year and the their results of its operations and the operations of cash flows for such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers LLP or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which shall not be qualified in any material respectrespect except with the consent of the Required Lenders) to the effect that such consolidated Consolidated financial statements fairly present in all material respects the financial condition and position, results of operations and cash flows of Corel and its consolidated Subsidiaries the Company on a consolidated Consolidated basis in accordance with GAAPGAAP consistently applied; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated Consolidated balance sheet and related Consolidated statements of operations earnings and cash flows showing the financial condition position of Corel the Company and its consolidated Consolidated Subsidiaries as of the close of such fiscal quarter and the their results of its operations and the operations of such Subsidiaries during for such fiscal quarter and the then elapsed portion of the fiscal year, year and comparative figures their cash flows for the same periods in then elapsed portion of the immediately preceding fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting the financial condition and position, results of operations and cash flows of Corel and its consolidated Subsidiaries the Company on a consolidated Consolidated basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate certificate, substantially in the form of a Exhibit G hereto, of the accounting firm or Financial Officer of Corel opining on or certifying such statements (which certificate, when furnished by an accounting firm, may be limited to accounting matters and disclaim responsibility for legal interpretations) (i) certifying that no Default or Event of Default has occurred or, if such a Default or an Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail reasonably satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 7.01 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flow7.02; (d) within 90 days promptly after the beginning occurrence of each fiscal year of Corelany event or condition which makes the information thereon inaccurate, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) andincomplete or untrue, promptly when available, any significant revisions of such budgetan update to Schedule 3.07; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel it with the Securities and Exchange Commission, or any Subsidiary governmental authority succeeding to any of or all the functions of such Commission, or with any national securities exchange, or distributed to its shareholders, as the case may be; (f) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; and (gf) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Company or any Subsidiary, or compliance with the terms of any the Loan DocumentDocuments, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request. Information required to be delivered pursuant to paragraphs 5.04(a), 5.04(b) or 5.04(e) above shall be deemed to have been delivered on the date on which the Company provides notice to the Lenders that such information has been posted on the Company’s website on the Internet at ▇▇▇.▇▇▇▇▇▇▇.▇▇▇, at ▇▇▇.▇▇▇/▇▇▇▇▇/▇▇▇▇▇▇▇▇.▇▇▇ or at another website identified in such notice and accessible by the Lenders without charge; provided that (i) such notice may be included in a certificate delivered pursuant to paragraph 5.04(c) and (ii) the Borrower shall deliver paper copies of the information referred to in paragraphs 5.04(a), 5.04(b) or 5.04(e) to any Lender which requests such delivery.

Financial Statements, Reports, etc. In the case of Corelthe Borrower, furnish to the Administrative Agent for and each Lender: (a) within 90 95 days after the end of each fiscal year, its consolidated balance sheet and related statements of operations, shareholdersstockholders' equity and cash flows showing the financial condition of Corel Allied and its consolidated Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers Arth▇▇ ▇▇▇e▇▇▇▇ ▇▇▇ or other independent public accountants of recognized national standing acceptable to the Administrative Agent and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel Allied and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied and annual consolidating income statements for Allied and its operating regions; (b) within 45 50 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet and related statements of operations operations, stockholders' equity and cash flows showing the financial condition of Corel Allied and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting the financial condition and results of operations of Corel Allied and its consolidated Subsidiaries on a consolidated basis in accordance 60 55 with GAAPGAAP consistently applied, subject to normal year-end audit adjustmentsadjustments and quarterly consolidating income statements for Allied and its operating regions; (c) concurrently with any delivery of financial statements under sub-paragraph (a) or (b) of this Sectionabove, a certificate of a the accounting firm or Financial Officer of Corel opining on or certifying such statements (which certificate, when furnished by an accounting firm, may be limited to accounting matters and disclaim responsibility for legal interpretations) (i) certifying that no in making its examination in connection with rendering such opinion or certificate with respect to such statements, such person has not obtained knowledge that an Event of Default or Event of Default has occurred or, if such a Default or Financial Officer has obtained knowledge that an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and thereto, (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 Section 6.01, 6.02, 6.04, 6.05, 6.11, 6.12, 6.13, 6.14 and 6.14 and, 6.15 and (iii) setting forth any change in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash FlowApplicable Percentage; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel Allied, the Borrower or any Subsidiary with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission, or with any national securities exchange, or distributed to its shareholders, as the case may be; (fe) promptly as soon as available but in any event not later than 50 days after the request end of each fiscal quarter, a report in form and substance satisfactory to the Administrative Agent of all Permitted Acquisitions consummated during such quarter with total consideration of $3,000,000 or more, which report shall include a description of the total consideration by any Lenderacquisition (including a breakdown of Indebtedness permitted under Section 6.01(e), all documentation Acquired Indebtedness and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; andcontingent payments); (gf) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of Allied, the Borrowers Borrower or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender may reasonably request; (acting through g) within fifteen days after the beginning of each fiscal year, a copy of the annual business plan of Allied and forecasts, prepared by management of Allied, in each case in form and detail satisfactory to the Administrative Agent, of Allied's consolidated balance sheets and related statements of operations and cash flows on a quarterly basis for such fiscal year and on an annual basis for each of the following fiscal years remaining during the term of this Agreement; and (h) may reasonably request.concurrently with the delivery of the financial statements under sub-paragraph (a) above, a schedule of all real property then owned by Allied, the Borrower or the Subsidiaries, which schedule shall include, in detail satisfactory to the Administrative Agent, the location of, description of, fair market or assessed value of and any Liens securing Indebtedness on, each such owned real property. 61 56

Financial Statements, Reports, etc. In the case of Corelthe Borrower, furnish to the Administrative Agent (for each Lender:further delivery by the Administrative Agent to the Lenders in accordance with its customary practice): (a) i. within 90 days after the end of each fiscal year, its consolidated audited Consolidated balance sheet sheets and related statements of operations, shareholders' equity income and cash flows flow, showing the financial condition of Corel the Borrower and its consolidated Consolidated Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers Ernst & Young LLP or such other independent public accountants of recognized national standing reasonably acceptable to the Administrative Agent and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated Consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel and its consolidated Subsidiaries the Borrower on a consolidated Consolidated basis in accordance with GAAPGAAP consistently applied; (b) ii. within 45 50 days after the end of each of the first three fiscal quarters of each fiscal year, beginning with the fiscal quarter ending June 30, 2018, its unaudited consolidated Consolidated balance sheet sheets and related statements of operations income and cash flows flow, showing the financial condition of Corel the Borrower and its consolidated Consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a the Financial Officer of Corel the Borrower as fairly presenting in all material respects the financial condition and results of operations of Corel and its consolidated Subsidiaries the Borrower on a consolidated Consolidated basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustmentsadjustments and the absence of footnotes; (c) iii. concurrently with any delivery of financial statements under paragraph clause (a) or (b) of this Sectionabove, a certificate of a the accounting firm or the Financial Officer of Corel the Borrower opining on or certifying such statements (iwhich certificate, when furnished by an accounting firm, may be limited to accounting matters and disclaim responsibility for legal interpretations) and in any event will be based on the actual knowledge after due inquiry of the Person giving the certificate, and: a. certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flowthereto; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel or any Subsidiary with any national securities exchange, or distributed to its shareholders, as the case may be; (f) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; and (g) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request.

Financial Statements, Reports, etc. In the case of Corelthe Borrower or WRECO, furnish to the Administrative Agent for (which shall promptly furnish to each Lender:): (a) within 90 95 days after the end of each fiscal year, its consolidated balance sheet sheets and related statements of operationsearnings and statements of cash flows, shareholders' equity and cash flows together with the notes thereto, showing the financial condition position of Corel the Borrower, WRECO and its their respective consolidated Subsidiaries as of the close of such fiscal year and the results of its their operations and the operations of such Subsidiaries subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers A▇▇▇▇▇ A▇▇▇▇▇▇▇ LLP or other independent public accountants of recognized national standing acceptable to the Required Lenders and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the financial condition position and results of operations of Corel the Borrower, WRECO and its their respective consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, except as therein noted; (b) within 45 50 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet sheets and related statements of operations and earnings and, with respect to the Borrower, statements of cash flows flows, showing the financial condition position of Corel the Borrower and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such consolidated Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods all certified (in the immediately preceding fiscal yearform of Exhibits E-1 and E-2, all certified with respect to the Borrower and WRECO, respectively) by a one of its Financial Officer of Corel Officers as fairly presenting the financial condition position and results of operations of Corel the Borrower, WRECO and its their respective consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, except as therein noted, subject to normal appropriate year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate (in the form of a Exhibits E-3 and E-4, with respect to the Borrower and WRECO, respectively) of the accounting firm or Financial Officer of Corel the Borrower or WRECO opining on or certifying such statements (which certificate, when furnished by an accounting firm, may be limited to accounting matters and disclaim responsibility for legal interpretations) (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and thereto, (ii) in the case of the Borrower, setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 6.01(d) and 6.14 and, in the case of 6.01(e) and (iii) including a certificate delivered with the reconciliation setting forth adjustments made to such financial statements required by paragraph in order to make the calculations set forth in clause (aii) of this Section, setting forth the Borrower's calculation of Excess Cash Flowabove; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel it or any Subsidiary of its Subsidiaries with the SEC, or with any national securities exchange, or distributed to its shareholders, as the case may be; (fe) promptly after as soon as practicable, copies of such further financial statements and reports as the request Borrower or WRECO shall send to banks with which it has lines of credit, and all such financial statements and reports as the Borrower or WRECO shall send to its shareholders (unless all of the outstanding shares of capital stock of the Borrower or WRECO are held by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; andone Person); (gf) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Borrower or WRECO or any Subsidiaryof their respective Subsidiaries, or compliance with the terms of any Loan Document, as the Administrative Agent Agent, the Swing Line Bank, the Fronting Bank or any Lender may reasonably request (acting through it being understood that the Borrower shall not be required to provide any information or documents which are subject to confidentiality provisions the nature of which prohibit such disclosure); (g) promptly, and in any event within 2 days, upon becoming aware thereof, notice of any proposed or actual down-grade, suspension or withdrawal of the rating provided by S&P or M▇▇▇▇’▇ to the Borrower in respect of its Senior Unsecured Long-Term Debt; and (h) information required to be delivered pursuant to paragraphs (a), (b), (d) and (e) shall be deemed to have been delivered on the date on which the Borrower provides notice to the Administrative Agent that such information has been posted on the Borrower’s website on the internet at the website address listed on the signature pages thereof, at w▇▇.▇▇▇.▇▇▇ or at another website identified in such notice and accessible by the Lenders without charge; provided that the Borrower shall deliver paper copies of the reports and financial statements referred to in paragraphs (a), (b), (d) and (e) of this Section 5.04 to the Administrative Agent) may reasonably request, the Swingline Bank, the Fronting Bank or any Lender who requests the Borrower to deliver such paper copies until written notice to cease delivering paper copies is given by such Administrative Agent, Swingline Bank, Fronting Bank or Lender to the Borrower.

Financial Statements, Reports, etc. In the case of Coreleach Borrower, furnish to the Administrative Agent for (which shall promptly furnish to each Lender:): (a) within 90 95 days after the end of each fiscal year, its consolidated balance sheet sheets and related statements of operationsearnings and statements of cash flows, shareholders' equity and cash flows together with the notes thereto, showing the financial condition position of Corel such Borrower and its consolidated Subsidiaries as of the close of such fiscal year and the results of its their operations and the operations of such Subsidiaries subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers KPMG LLP or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the financial condition position and results of operations of Corel each such Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, except as therein noted; (b) within 45 50 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet sheets and related statements of operations and earnings and, with respect to Weyerhaeuser, statements of cash flows flows, showing the financial condition position of Corel Weyerhaeuser and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such consolidated Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods all certified (in the immediately preceding fiscal yearform of Exhibits D-1 and D-2, all certified with respect to Weyerhaeuser and WRECO, respectively) by a one of its Financial Officer of Corel Officers as fairly presenting the financial condition position and results of operations of Corel each such Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, except as therein noted, subject to normal appropriate year-end audit adjustmentsadjustments and absence of footnotes; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate (in the form of a Exhibits D-3 and D-4, with respect to Weyerhaeuser and WRECO, respectively) of the accounting firm or Financial Officer of Corel such Borrower opining on or certifying such statements (which certificate, when furnished by an accounting firm, may be limited to accounting matters and disclaim responsibility for legal interpretations) (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and thereto, (ii) in the case of Weyerhaeuser setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 6.01(d) and 6.14 and, in the case of 6.01(e) and (iii) including a certificate delivered with the reconciliation setting forth adjustments made to such financial statements required by paragraph in order to make the calculations set forth in clause (aii) of this Section, setting forth the Borrower's calculation of Excess Cash Flowabove; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel it or any Subsidiary of its Subsidiaries with the SEC, or with any national securities exchange, or or, in the case of Weyerhaeuser, distributed to its shareholders, as the case may be; (f) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; and (ge) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers such Borrower or any Subsidiaryof its Subsidiaries, or compliance with the terms of any Loan Document, as the Administrative Agent Agent, any Swing Line Bank, any Fronting Bank or any Lender may reasonably request (acting through it being understood that neither Borrower shall be required to provide any information or documents which are subject to confidentiality provisions the nature of which prohibit such disclosure); (f) promptly, and in any event within 2 Business Days, upon becoming aware thereof, notice of any proposed or actual down-grade, suspension or withdrawal of the rating provided by S&P or ▇▇▇▇▇’▇ to Weyerhaeuser in respect of its Senior Unsecured Long-Term Debt; and (g) promptly following receipt thereof, copies of any documents described in Sections 101(k) or 101(l) of ERISA that Weyerhaeuser or any ERISA Affiliate may request with respect to any Plan; provided, that if Weyerhaeuser or any ERISA Affiliate has not requested such documents or notices from the administrator or sponsor of the applicable Plan, then, upon reasonable request of the Administrative Agent, Weyerhaeuser and/or an ERISA Affiliate shall promptly make a request for such documents or notices from such administrator or sponsor and Weyerhaeuser shall provide copies of such documents and notices to the Administrative Agent promptly after receipt thereof. Information required to be delivered pursuant to paragraphs (a), (b), (d) may reasonably requestand (e) shall be deemed to have been delivered on the date on which Weyerhaeuser provides notice to the Administrative Agent that such information has been posted on Weyerhaeuser’s website on the internet at the website address listed on the signature pages thereof, at ▇▇▇.▇▇▇.▇▇▇ or at another website identified in such notice and accessible by the Lenders without charge; provided that Weyerhaeuser shall deliver paper copies of the reports and financial statements referred to in paragraphs (a), (b), (d) and (e) of this Section 5.04 to the Administrative Agent, any Swing Line Bank, any Fronting Bank or any Lender who requests Weyerhaeuser to deliver such paper copies until written notice to cease delivering paper copies is given by such Administrative Agent, Swing Line Bank, Fronting Bank or Lender to Weyerhaeuser.

Financial Statements, Reports, etc. In the case of Corel, furnish Deliver or cause to be delivered to the Administrative Agent for each Lender:Purchaser (with respect to the Initial Sellers, delivery by Transmedia will be deemed to satisfy the delivery requirement): (ai) within as soon as possible but not later than 90 days after the end of each fiscal year, its Transmedia's consolidated balance sheet and related statements of operations, shareholders' equity income and cash flows flows, showing the financial condition of Corel Transmedia and its consolidated Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such its consolidated Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers or other independent public accountants of recognized national standing reasonably acceptable to the Purchaser and its assignees (including the Trustee, the Collateral Agent and the Issuer) and accompanied by an opinion of such accountants (which shall not be qualified in any material respectrespect other than as may be approved by the Purchaser) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel Transmedia and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied; (bii) within as soon as possible but not later than 45 days after the end of each of the first three fiscal quarters of each fiscal yearquarters, its Transmedia's unaudited consolidated balance sheet sheets and related statements of operations income and cash flows flows, showing the financial condition of Corel Transmedia and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such its consolidated Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding such fiscal year, all certified certif~ed by a Financial Officer of Corel Transmedia as fairly presenting the financial condition and results of operations of Corel it and its consolidated Subsidiaries on a consolidated and consolidating basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustmentsadjustments without GAAP footnotes; (ciii) concurrently with any delivery of financial statements under paragraph (ai) or and (bii) of this Sectionabove, a certificate of a the President, any Vice President and any Financial Officer of Corel (i) Transmedia and of each of the Initial Sellers certifying such statements and certifying that no Default Purchase Termination Event or Potential Purchase Termination Event of Default has occurred occurred, or, if such a Default Purchase Termination Event or an Potential Purchase Termination Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto thereto; (iv) concurrently with any delivery of financial statements under (i) and (ii) setting forth computations in reasonable detail satisfactory to above, a list of the Administrative Agent demonstrating compliance Cardmember Rebate options together with the covenants contained in Sections 6.13 and 6.14 and, in the case number of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash FlowCardmembers entitled to each Cardmember Rebate; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (ev) promptly after the same become publicly are available, copies of each annual report, proxy or financial statement or other report or communication, if any, sent to the stockholders of Transmedia generally and copies of all annual, regular, periodic and other reports, proxy special reports and registration statements which Transmedia may file or be required to file with the Securities and other materials filed by Corel or any Subsidiary with any national securities exchange, or distributed to its shareholders, as Exchange Commission under Sections 13 and 15(d) of the case may beSecurities Exchange Act of 1934; (fvi) promptly after the request commencement thereof, notice of any action, suit and proceeding before any court or governmental department, commission, board, bureau, agency or instrumentality, domestic or foreign, against Transmedia or any of its Subsidiaries, (A) which, if determined adversely to Transmedia or such Subsidiary, would have a Materially Adverse Effect on any of them, or (B) commenced by any Lendercreditor or lessor under any written credit agreement with respect to borrowed money or material lease which asserts a default thereunder on the part of Transmedia or any of its Subsidiaries; (vii) promptly upon the filing thereof and at any time upon the reasonable request of the Purchaser, the Trustee, the Collateral Agent or any Noteholder, permit such Person the opportunity to review copies of all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulationsreports, including ~nual reports, and notices which Transmedia or any Subsidiary f~les with or receives from the USA Patriot ActPBGC or the U.S. Department of Labor under ERISA; and as soon as practicable and in any event within fifteen (15) days after Transmedia or any of its Subsidiaries knows or has reason to know that any Reportable Event or Prohibited Transaction has occurred with respect to any Pension Plan or that the PBGC or Transmedia or any such Subsidiary has instituted or will institute proceedings under Title IV of ERISA to terminate any Pension Plan, Transmedia will deliver to the Purchaser, the Trustee, the Collateral Agent and each Noteholder a certificate of a President, any Vice President or any Financial Officer setting forth details as to such Reportable Event or Prohibited Transaction or Pension Plan termination and the action it proposes to take with respect thereto; (viii) promptly upon receipt thereof, copies of any reports or management letters relating to the internal financial controls and procedures delivered to Transmedia or any of its Subsidiaries by any independent certified public accountant in connection with examination of the financial statements of Transmedia or any such Subsidiary; and (gix) promptly, from time to time, such other additional information regarding the operations, business affairs and financial condition of the Borrowers or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Purchaser, the Trustee, the Collateral Agent or any Lender (acting through the Administrative Agent) Noteholder may reasonably requestrequest concerning Transmedia and its Subsidiaries.

Financial Statements, Reports, etc. In the case of CorelHoldings, furnish to the Administrative Agent for Agent, which shall furnish to each Lender: (a) within 90 days after the end of each fiscal year, its consolidated balance sheet and related statements of operationsincome, shareholders' stockholders’ equity and cash flows showing the financial condition of Corel Holdings and its consolidated Subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers LLP or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which opinion shall not be qualified in without a “going concern” or like qualification or exception and without any material respectqualification or exception as to the scope of such audit) to the effect that such consolidated financial statements fairly present present, in all material respects respects, the financial condition and results of operations of Corel Holdings and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet and related statements of operations income, stockholders’ equity and cash flows showing the financial condition of Corel Holdings and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and and, other than with respect to quarterly reports during the remainder of the first fiscal year after the Closing Date, comparative figures for the same periods in the immediately preceding fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting presenting, in all material respects, the financial condition and results of operations of Corel Holdings and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate of a Financial Officer of Corel (i) Holdings in the form of Exhibit H certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 thereto, and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Sectionabove, (i) setting forth computations in reasonable detail satisfactory to the Borrower's Administrative Agent in respect of the Available Amount and Holdings’ calculation of Excess Cash FlowFlow and (ii) certifying a list of names of all Excluded Subsidiaries and Unrestricted Subsidiaries at such time and that each Subsidiary set forth on such list qualifies as an Excluded Subsidiary or Unrestricted Subsidiary, as the case may be; (d) [Reserved]. (e) within 90 45 days after the beginning of each fiscal year of CorelHoldings, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations income and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budgetyear); (ef) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel Holdings, either Borrower or any Restricted Subsidiary with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission, or with any national securities exchange, or distributed to its shareholders, as the case may be; (fg) [Reserved]; (h) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "“know your customer" ” and anti-money laundering rules and regulations, including the USA Patriot ActPATRIOT Act and the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada); and (gi) promptly, from time to timefollowing any request therefor, such other information regarding the operations, business affairs and financial condition of the Borrowers Holdings, either Borrower or any Restricted Subsidiary, or compliance with the terms of any Loan Documentthis Agreement, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request. The Borrowers hereby acknowledge and agree that all financial statements and certificates furnished pursuant to paragraphs (a), (b) and (c) above are hereby deemed to be Borrower Materials suitable for distribution to, and to be made available to, Public Lenders as contemplated by the fourth paragraph of Section 9.01 and may be treated by the Administrative Agent and the Lenders as if the same had been marked “PUBLIC” in accordance with such paragraph.

Financial Statements, Reports, etc. In the case of Corel, The Company shall furnish to each Purchaser holding any Preferred Shares, and to each stockholder listed on Schedule III hereto (individually, an "Existing Stockholder" and collectively, the Administrative Agent "Existing Stockholders"), until the earlier of such time as the Existing Stockholder holds at least 50% of the outstanding stock of the Company held by such Existing Stockholder as of the date hereof (calculated on a fully-diluted basis and adjusting for each Lenderstock splits, stock dividends and the like) or the completion of an initial public offering of the Company's stock: (a) within 90 ninety (90) days after the end of each fiscal year, its year of the Company a consolidated balance sheet and related statements of operations, shareholders' equity and cash flows showing the financial condition of Corel Company and its consolidated Subsidiaries subsidiaries as of the close end of such fiscal year and the results related consolidated statements of its operations income, stockholders' equity and the operations of such Subsidiaries during such fiscal year, together with comparative figures cash flows for the immediately preceding fiscal yearyear then ended, all audited prepared in accordance with generally accepted accounting principles and certified by PricewaterhouseCoopers or other a firm of independent public accountants of recognized national standing and accompanied selected by an opinion the Board of such accountants (which shall not be qualified in any material respect) to Directors of the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPCompany; (b) within 45 thirty (30) days after the end of each of quarter in each fiscal year (other than the first three fiscal quarters of last quarter in each fiscal year, its unaudited ) a consolidated balance sheet of the Company and its subsidiaries and the related consolidated statements of operations income, stockholders' equity and cash flows, unaudited but prepared in accordance with generally accepted accounting principles and certified by the Chief Executive Officer or Chief Financial Officer of the Company, such consolidated balance sheet to be as of the end of such quarter and such consolidated statements of income, stockholders' equity and cash flows showing the financial condition of Corel and its consolidated Subsidiaries as of the close of to be for such fiscal quarter and for the results of its operations and period from the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion beginning of the fiscal yearyear to the end of such quarter, and in each case with comparative figures statements for the same periods in the immediately preceding prior fiscal year, all certified provided that the Company's obligations under this Section 5.1(b) shall terminate upon the completion of a firm commitment underwritten public offering of the Company's securities; provided further that such certificate by a the Chief Executive Officer or Chief Financial Officer shall also state that during the period covered by the most recent statement of Corel as fairly presenting income delivered to the financial condition and results Purchasers no event of operations of Corel and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (a) default or (b) of this Section, a certificate of a Financial Officer of Corel (i) certifying that no Default or Event of Default default has occurred under any material agreement to which the Company is a party or violation of any law, rule or regulation to which the Company is subject, or, if such a Default or an Event of Default has occurred, specifying the nature and extent status thereof, the period of existence thereof and any corrective what action the Company has taken or proposed proposes to be taken take with respect thereto thereto; (c) at the time of delivery of each quarterly statement pursuant to Section 5.1(b), a management narrative report explaining all significant variances from forecasts and (ii) setting forth computations all significant current developments in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 staffing, marketing, sales and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flowoperations; (d) within 90 no later than fifteen (15) days after prior to the beginning start of each fiscal year year, consolidated capital and operating expense budgets, cash flow projections and income and loss projections for the Company and its subsidiaries in respect of Corel, a detailed consolidated budget for such fiscal year (including year, all itemized in reasonable detail and prepared on a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) monthly basis, and, promptly when availableafter preparation, any significant revisions to any of such budgetthe foregoing; (e) promptly after following receipt by the same become publicly availableCompany, copies of all periodic each audit response letter, accountant's management letter and other reports, proxy statements and other materials filed written report submitted to the Company by Corel its independent public accountants in connection with an annual or interim audit of the books of the Company or any Subsidiary with any national securities exchange, or distributed to of its shareholders, as the case may besubsidiaries; (f) promptly after upon sending, making available or filing the request by any Lendersame, all documentation press releases, reports and other information financial statements that such Lender reasonably requests in order the Company sends or makes available to comply its stockholders or directors or files with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot ActCommission; and (g) promptly, from time to time, such other information regarding the business, prospects, financial condition, operations, business property or affairs and financial condition of the Borrowers or any Subsidiary, or compliance with the terms of any Loan Document, Company and its subsidiaries as the Administrative Agent or any Lender (acting through the Administrative Agent) such Purchaser reasonably may reasonably request.

Financial Statements, Reports, etc. In the case of Corelthe Borrower, furnish to the Administrative Agent for distribution to each Lender: (a) within 90 105 days after the end of each fiscal yearyear of the Borrower, its annual report on Form 10-K as filed with the SEC, including its consolidated balance sheet and the related consolidated statements of operations, shareholders' equity earnings and cash flows showing the financial condition of Corel and its consolidated Subsidiaries financial position as of the close end of such fiscal year and the consolidated results of its operations and the operations of cash flows for such Subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers LLP or other independent registered public accountants accounting firm of recognized national standing selected by the Borrower and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) accounting firm to the effect that such consolidated financial statements present fairly present in all material respects the Borrower’s financial condition position and results of operations of Corel and its consolidated Subsidiaries cash flows on a consolidated basis in accordance with GAAP; (b) within 45 60 days after the end of each of the first three fiscal quarters of each fiscal yearyear of the Borrower, its quarterly report on Form 10-Q as filed with the SEC, including its unaudited consolidated balance sheet and related consolidated statements of operations earnings and cash flows flows, showing the financial condition of Corel and its consolidated Subsidiaries financial position as of the close end of such fiscal quarter and the consolidated results of its operations and the operations of such Subsidiaries during cash flows for such fiscal quarter and the then elapsed portion of the fiscal year, year (and comparative figures for each delivery of such statements shall be deemed a representation that such statements present fairly in all material respects the same periods in the immediately preceding fiscal year, all certified by a Financial Officer of Corel as fairly presenting the Borrower’s financial condition position and results of operations of Corel and its consolidated Subsidiaries cash flows on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustmentsadjustments and the absence of footnotes); (c) concurrently with any delivery of financial statements under paragraph (aSections 6.03(a) or (b) of this Section), a certificate of a Financial Officer of Corel the Borrower (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations demonstrating in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash Flowthe covenant set forth in Section 7.04 as of the last day of the period covered by such financial statements; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials reports on Form 8-K filed by Corel it with the SEC, or any Subsidiary with Governmental Authority succeeding to any national securities exchangeof or all the functions of the SEC, or and copies of all reports distributed to its shareholders, as the case may be;; and (fe) promptly after the request by any Lenderpromptly, upon request, (i) all documentation and other information that such a Lender reasonably requests through the Administrative Agent in order to comply with its ongoing obligations under applicable "“know your customer" ” and anti-money laundering rules and regulations, including the USA Patriot Act; and PATRIOT Act and the Beneficial Ownership Regulation, and (gii) promptly, from time to time, such other information regarding the operations, business affairs Borrower and financial condition of the Borrowers or any Subsidiaryits Subsidiaries, or the compliance by the Borrower with the terms of any the Loan DocumentDocuments, as any Lender shall reasonably request through the Administrative Agent (it being understood that, in the case of this clause (ii), the Borrower shall not be required to provide any information or documents which are subject to confidentiality provisions the nature of which prohibit such disclosure). Information required to be delivered pursuant to this Section (other than Sections 6.03(c) or 6.03(e)(i)) shall be deemed to have been delivered on the date on which the Borrower provides notice (reasonably identifying where the applicable disclosure may be obtained) to the Administrative Agent that such information has been posted on the Borrower’s website on the internet at ▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, or on the SEC’s website on the internet at ▇▇▇.▇▇▇.▇▇▇ or at another website identified in such notice and accessible by the Lenders without charge. The Borrower hereby acknowledges that (a) the Administrative Agent and/or the Arrangers may, but shall not be obligated to, make available to the Lenders materials and/or information provided by or on behalf of the Borrower hereunder (collectively, “Borrower Materials”) by posting the Borrower Materials on IntraLinks, Syndtrak, ClearPar, or a substantially similar electronic transmission system (the “Platform”) and (b) certain of the Lenders (each, a “Public Lender”) may have personnel who do not wish to receive material non-public information with respect to the Borrower or its Affiliates, or the respective securities of any Lender of the foregoing, and who may be engaged in investment and other market-related activities with respect to such Persons’ securities. The Borrower hereby agrees that it will use commercially reasonable efforts to identify that portion of the Borrower Materials that may be distributed to the Public Lenders and that (acting through w) all Borrower Materials that are to be made available to Public Lenders shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Borrower Materials “PUBLIC,” the Borrower shall be deemed to have authorized the Administrative Agent, the Arrangers, and the Lenders to treat such Borrower Materials as not containing any material non-public information with respect to the Borrower or its securities for purposes of United States Federal and state securities laws (provided, that, to the extent such Borrower Materials constitute Confidential Information, they shall be treated as set forth in Section 10.15); (y) may reasonably requestall Borrower Materials marked “PUBLIC” are permitted to be made available through a portion of the Platform designated “Public Side Information;” and (z) the Administrative Agent and the Arrangers shall be entitled to treat any Borrower Materials that are not marked “PUBLIC” as being suitable only for posting on a portion of the Platform not designated “Public Side Information.” Notwithstanding the foregoing, the Borrower shall be under no obligation to ▇▇▇▇ any Borrower Materials “PUBLIC.”

Financial Statements, Reports, etc. In the case of Corelthe Borrower, furnish to the Administrative Agent for and each Lender: (a) within 90 days after the end of each fiscal year, its consolidated balance sheet sheets and related statements of operations, shareholdersstockholders' equity and cash flows showing the financial condition of Corel the Borrower and its consolidated Subsidiaries subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers Arth▇▇ ▇▇▇e▇▇▇▇ & Co. or other independent public accountants of recognized national standing reasonably acceptable to the Required Lenders and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel and its consolidated Subsidiaries the Borrower on a consolidated basis in accordance with GAAPGAAP consistently applied; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet sheets and related statements of operations operations, stockholders' equity and cash flows showing the financial condition of Corel the Borrower and its consolidated Subsidiaries subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting the financial condition and results of operations of Corel and its consolidated Subsidiaries the Borrower on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustmentsadjustments and the absence of notes; (c) concurrently with any delivery of any such financial statements under paragraph (a) or (b) of this Sectionstatements, a certificate of a Financial Officer (and, in the case of Corel any financial statements being delivered under clause (a) above, a certificate of the opining accounting firm, which certificate may be limited to accounting matters and disclaim responsibility for legal interpretations), (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating (A) compliance with the covenants contained in Sections 6.13 and 6.14 and, in and (B) the case of a certificate delivered with Applicable Percentage based upon the financial statements required by paragraph (a) of this Section, setting forth the Borrower's calculation of Excess Cash FlowLeverage Ratio; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel the Borrower or any Subsidiary with the Securities and Exchange Commission, or any Governmental Authority succeeding to any of or all the functions of said Commission, or with any national securities exchange, or distributed to its shareholders, as the case may be; (e) as soon as available, and in any event no later than 95 days after the end of each fiscal year thereafter, historical summary data for the immediately preceding year and forecasted financial projections and summary data through the end of the then-current fiscal year, in substantially the same form and format as set forth in the Confidential Information Memorandum (including a specification of the underlying assumptions and management's discussion of historical results), all certified by a Financial Officer of the Borrower to be a fair summary of such entity's results and such entity's good faith estimate of the forecasted financial projections and results of operations for the period through the then-current fiscal year; (f) promptly upon the earlier of (i) 95 days after the request by any Lenderend of each fiscal year of the Borrower and (ii) the date on which the financial statements with respect to such period are delivered pursuant to clause (a) above, all documentation a certificate of a Financial Officer of the Borrower setting forth, in detail satisfactory to the Administrative Agent, the calculation and other information that amount of Excess Cash Flow, if any, for such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Actperiod; and (g) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers or any SubsidiaryBorrower, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request.

Financial Statements, Reports, etc. In the case of Corel, furnish The Borrower shall deliver or cause to be delivered to the Administrative Agent for and each Lender: (a1) within 90 Not later than 50 days after the end of each calendar quarter, a balance sheet and a statement of revenues and expenses of the Borrower and its Consolidated Entities on a consolidated and on a consolidating basis (provided Borrower shall report the results of operations for each specialty medical center on a separate basis and the results of operations for each of the following business segments on a separate aggregate basis: outpatient rehabilitation centers, inpatient rehabilitation hospitals, outpatient surgery centers and others (to include but not limited to diagnostic centers)) and a statement of cash flow of the Borrower and its Consolidated Entities on a consolidated basis for such calendar quarter and for the period beginning on the first day of the fiscal year and ending on the last day of such calendar quarter (in sufficient detail to indicate the Borrower's and each Consolidated Entity's compliance with the financial covenants set forth in this Article VII), together with statements in comparative form for the corresponding periods in the preceding fiscal year together with calculations supporting the same store performance as summarized in the Borrower's Form 10-Q for the corresponding period, and certified by the president or chief financial officer of the Borrower. (2) Not later than 100 days after the end of each fiscal year, its consolidated financial statements (including a balance sheet sheet, a statement of revenues and related statements expenses, a statement of operations, changes in shareholders' equity and a statement of cash flows showing flow) of the financial condition of Corel Borrower and its Consolidated Entities on a consolidated Subsidiaries as and on a consolidating basis (provided Borrower shall report the results of the close of such fiscal year operations for each specialty medical center on a separate basis and the results of its operations for each of the following business segments on a separate aggregate basis: outpatient rehabilitation centers, inpatient rehabilitation hospitals, outpatient surgery centers and the operations of such Subsidiaries during others (to include but not limited to diagnostic centers)) for such fiscal yearyear (in sufficient detail to indicate the Borrower's and each Consolidated Entity's compliance with the financial covenants set forth in this Article VII), together with statements in comparative figures form for the immediately preceding fiscal yearyear together with calculations supporting the same store performance as summarized in the Borrower's Form 10-K for the corresponding period, all audited by PricewaterhouseCoopers or other independent public accountants of recognized national standing and accompanied by an opinion of such certified public accountants (which shall not be qualified in any material respect) acceptable to the Agent, which opinion shall state in effect that such consolidated financial statements (A) were audited using generally accepted auditing standards, (B) were prepared in accordance with generally accepted accounting principles applied on a consistent basis, and (C) present fairly present in all material respects the financial condition and results of operations of Corel the Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP;Consolidated Entities for the periods covered. (b3) within 45 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet and related statements of operations and cash flows showing the financial condition of Corel and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a Financial Officer of Corel as fairly presenting the financial condition and results of operations of Corel and its consolidated Subsidiaries on a consolidated basis in accordance with GAAP, subject to normal year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Section, a certificate of a Financial Officer of Corel (i) certifying that no Default or Event of Default has occurred or, if such a Default or an Event of Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 and 6.14 and, in the case of a certificate delivered Together with the financial statements required by paragraph paragraphs (a1) and (2) above a compliance certificate duly executed by the chief executive officer or the president or chief financial officer of this Section, setting forth the Borrower's calculation Borrower in the form of Excess Cash Flow;Exhibit I attached hereto ("Compliance Certificate"). (d4) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly availablePromptly upon receipt thereof, copies of all periodic reports, management letters and other reports, proxy statements and other materials filed by Corel documents submitted to the Borrower or any Subsidiary Consolidated Entity by independent accountants in connection with any national securities exchange, annual or distributed interim audit of the books of the Borrower or any Consolidated Entity made by such accountants. (5) Contemporaneously with the distribution thereof to its shareholdersthe Borrower's or any Consolidated Entity's stockholders or partners or the filing thereof with the Securities and Exchange Commission, as the case may be;, copies of all statements, reports, notices and filings distributed by the Borrower or any Consolidated Entity to its stockholders or partners or filed with the Securities and Exchange Commission (including reports on SEC Forms 10-K, 10-Q and 8-K). (f6) Promptly after the Borrower knows or has reason to know of the occurrence of any "reportable event" under Section 4043 of ERISA applicable to the Borrower or any Consolidated Entity, a certificate of the president or chief financial officer of the Borrower setting forth the details as to such "reportable event" and the action that the Borrower or the Consolidated Entity has taken or will take with respect thereto, and promptly after the request filing or receiving thereof, copies of all reports and notices that the Borrower and each Consolidated Entity files under ERISA with the Internal Revenue Service or the Pension Benefit Guaranty Corporation or the United States Department of Labor. (7) Promptly after the Borrower or any of its Consolidated Entities becomes aware of the commencement thereof, notice of any investigation, action, suit or proceeding before any Governmental Authority involving the condemnation or taking under the power of eminent domain of any of its property or the revocation or suspension of any permit, license, certificate of need or other Governmental Requirement applicable to any Facility. (8) Within 10 days of the receipt by the Borrower or any of its Consolidated Entities, copies of all material deficiency notices, compliance orders or adverse reports issued by any LenderGovernmental Authority or accreditation commission having jurisdiction over licensing, all documentation and accreditation or operation of a Facility or by any Governmental Authority or private insurance company pursuant to a provider agreement, which, if not promptly complied with or cured, could result in the suspension or forfeiture of any license, certification or accreditation necessary in order for the Facility to carry on its business as then conducted or the termination of any material insurance or reimbursement program available to the Facility. (9) Such other information that such Lender regarding any Facility or the financial condition or operations of the Borrower or its Consolidated Entities as the Agent shall reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; and (g) promptly, request from time to time or at any time, such other information regarding the operations, business affairs and financial condition of the Borrowers or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request.

Financial Statements, Reports, etc. In the case of Coreleach Borrower, furnish to the Administrative Agent for (which shall promptly furnish to each Lender:): (a) within 90 95 days after the end of each fiscal year, its consolidated balance sheet sheets and related statements of operationsearnings and statements of cash flows, shareholders' equity and cash flows together with the notes thereto, showing the financial condition position of Corel such Borrower and its consolidated Subsidiaries as of the close of such fiscal year and the results of its their operations and the operations of such Subsidiaries subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers KPMG LLP or other independent public accountants of recognized national standing acceptable to the Required Lenders and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such consolidated financial statements fairly present in all material respects the financial condition position and results of operations of Corel each such Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, except as therein noted; (b) within 45 50 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet sheets and related statements of operations and earnings and, with respect to Weyerhaeuser, statements of cash flows flows, showing the financial condition position of Corel Weyerhaeuser and its consolidated Subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of such consolidated Subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods all certified (in the immediately preceding fiscal yearform of Exhibits D-1 and D-2, all certified with respect to Weyerhaeuser and WRECO, respectively) by a one of its Financial Officer of Corel Officers as fairly presenting the financial condition position and results of operations of Corel each such Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, except as therein noted, subject to normal appropriate year-end audit adjustments; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate (in the form of a Exhibits D-3 and D-4, with respect to Weyerhaeuser and WRECO, respectively) of the accounting firm or Financial Officer of Corel such Borrower opining on or certifying such statements (which certificate, when furnished by an accounting firm, may be limited to accounting matters and disclaim responsibility for legal interpretations) (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and thereto, (ii) in the case of Weyerhaeuser setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 6.01(d) and 6.14 and, in the case of 6.01(e) and (iii) including a certificate delivered with the reconciliation setting forth adjustments made to such financial statements required by paragraph in order to make the calculations set forth in clause (aii) of this Section, setting forth the Borrower's calculation of Excess Cash Flowabove; (d) within 90 days after the beginning of each fiscal year of Corel, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel it or any Subsidiary of its Subsidiaries with the SEC, or with any national securities exchange, or distributed to its shareholders, as the case may be; (fe) promptly after as soon as practicable, copies of such further financial statements and reports as such Borrower shall send to banks with which it has lines of credit, and all such financial statements and reports as such Borrower shall send to its shareholders (unless all of the request outstanding shares of capital stock of such Borrower are held by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "know your customer" and anti-money laundering rules and regulations, including the USA Patriot Act; andone Person); (gf) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers such Borrower or any Subsidiaryof its Subsidiaries, or compliance with the terms of any Loan Document, as the Administrative Agent Agent, any Swing Line Bank, any Fronting Bank or any Lender may reasonably request (acting through it being understood that neither Borrower shall be required to provide any information or documents which are subject to confidentiality provisions the nature of which prohibit such disclosure); (g) promptly, and in any event within 2 days, upon becoming aware thereof, notice of any proposed or actual down-grade, suspension or withdrawal of the rating provided by S&P or Moody's to Weyerhaeuser in respect of its Senior Unsecured Long-Ter▇ ▇▇▇▇; and (h) information required to be delivered pursuant to paragraphs (a), (b), (d) and (e) shall be deemed to have been delivered on the date on which Weyerhaeuser provides notice to the Administrative Agent that such information has been posted on Weyerhaeuser's website on the internet at the website address listed on the signature pages thereof, at www.sec.gov or at another website identified in such notice and acc▇▇▇▇▇▇▇ ▇▇ the Lenders without charge; provided that Weyerhaeuser shall deliver paper copies of the reports and financial statements referred to in paragraphs (a), (b), (d) and (e) of this Section 5.04 to the Administrative Agent) may reasonably request, any Swing Line Bank, any Fronting Bank or any Lender who requests Weyerhaeuser to deliver such paper copies until written notice to cease delivering paper copies is given by such Administrative Agent, Swing Line Bank, Fronting Bank or Lender to Weyerhaeuser.

Financial Statements, Reports, etc. In the case of CorelHoldings, furnish to the Administrative Agent for Agent, which shall furnish to each Lender: (a) within 90 days after the end of each fiscal year, its consolidated balance sheet statements of comprehensive income, consolidated statements of financial position and related consolidated statements of operations, shareholders' changes in equity and cash flows showing the financial condition of Corel Holdings and its consolidated Subsidiaries subsidiaries as of the close of such fiscal year and the results of its operations and the operations of Holdings and such Subsidiaries subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which opinion shall not be qualified without a “going concern” explanatory note or any similar qualification or like exception and without any qualification or like exception as to the scope of such audit (other than any such explanatory note, qualification or like exception that is expressed solely with respect to, or resulting solely from, (i) a maturity date in respect of any material respectTerm Loans or Revolving Credit Commitments or Revolving Loans that is scheduled to occur within one year from the date of delivery of such opinion or (ii) any inability or potential inability to satisfy the covenant set forth in Section 6.12 of this Agreement on a future date or in a future period)) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel Holdings and its consolidated Subsidiaries subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, together with a customary “management discussion and analysis” section; (b) within 45 days after the end of each of the first three fiscal quarters of each fiscal year, its unaudited consolidated balance sheet statements of comprehensive income, consolidated statements of financial position and related consolidated statements of operations changes in equity and cash flows showing the financial condition of Corel Holdings and its consolidated Subsidiaries subsidiaries as of the close of such fiscal quarter and the results of its operations and the operations of Holdings and such Subsidiaries subsidiaries during such fiscal quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a its Financial Officer of Corel as fairly presenting in all material respects the financial condition and results of operations of Corel Holdings and its consolidated Subsidiaries subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustmentsadjustments and the lack of notes thereto, together with a customary “management discussion and analysis” section; (c) concurrently with any delivery of financial statements under paragraph (a) or (b) of this Sectionabove, a certificate of a its Financial Officer in the form of Corel Exhibit K (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and thereto, (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with (which shall include a reasonably detailed calculation of Consolidated EBITDA for the covenants contained in Sections 6.13 and 6.14 relevant period) of the Total Secured Leverage Ratio, the Total Leverage Ratio and, solely in the case of a any such certificate delivered with the financial statements required by under paragraph (a) above, the Senior Secured First Lien Leverage Ratio, in each case on the last day of this Section, setting forth the Borrower's calculation of Excess Cash Flowrelevant period; (d) within 90 days after the beginning of each fiscal year of CorelHoldings, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget; (e) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel Holdings or any Subsidiary with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission, or with any national securities exchange, or distributed to its shareholdersshareholders or equityholders, as the case may be; (f) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "“know your customer" ” and anti-money laundering rules and regulations, including the USA Patriot PATRIOT Act; and; (g) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers Holdings or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent (on its own behalf or on behalf of any Lender (acting through the Administrative Agent) may reasonably request; (h) provide all information reasonably requested by the Administrative Agent on behalf of any Lender required in order to manage such Lender’s anti-money laundering, counter-terrorism financing or economic and trade sanctions risk or to comply with any laws or regulations; and (i) upon or reasonably promptly after each designation of a Subsidiary as an “Unrestricted Subsidiary” and each Subsidiary Redesignation, in each case in accordance with the terms of this Agreement, provide written notice of such designation or Subsidiary Redesignation, as applicable, to the Administrative Agent (who shall promptly notify the Lenders).

Financial Statements, Reports, etc. In the case of CorelHoldings, furnish to the Administrative Agent for Agent, which shall furnish to each Lender: (a) within 90 120 days after the end of each fiscal year, its consolidated balance sheet and related statements of operationsincome, shareholders' stockholders’ equity and cash flows showing the financial condition of Corel Holdings and its consolidated Subsidiaries subsidiaries as of the close of such fiscal year and the results of its operations and the operations of such Subsidiaries subsidiaries during such fiscal year, together with comparative figures for the immediately preceding fiscal year, all audited by PricewaterhouseCoopers ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP or other independent public accountants of recognized national standing and accompanied by an opinion of such accountants (which opinion shall not be qualified in without a “going concern” explanatory note or any material respectsimilar qualification or exception and without any qualification or exception as to the scope of such audit) to the effect that such consolidated financial statements fairly present in all material respects the financial condition and results of operations of Corel Holdings and its consolidated Subsidiaries subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, together with a “management’s discussion and analysis of financial condition and results of operations” discussion; (b) within 45 60 days after the end of each of the first three fiscal quarters Fiscal Quarters of each fiscal year, its unaudited consolidated balance sheet and related statements of operations income, stockholders’ equity and cash flows showing the financial condition of Corel Holdings and its consolidated Subsidiaries subsidiaries as of the close of such fiscal quarter Fiscal Quarter and the results of its operations and the operations of such Subsidiaries subsidiaries during such fiscal quarter Fiscal Quarter and the then elapsed portion of the fiscal year, and comparative figures for the same periods in the immediately preceding fiscal year, all certified by a one of its Financial Officer of Corel Officers as fairly presenting in all material respects the financial condition and results of operations of Corel Holdings and its consolidated Subsidiaries subsidiaries on a consolidated basis in accordance with GAAPGAAP consistently applied, subject to normal year-end audit adjustmentsadjustments and the absence of footnotes, together with a “management’s discussion and analysis of financial condition and results of operations” discussion; (c) concurrently with any delivery of financial statements under paragraph (a) ), or (b) of this Sectionabove, a certificate of a Financial Officer in the form of Corel Exhibit H (i) certifying that no Event of Default or Event of Default has occurred or, if such a Default or an Event of Default or Default has occurred, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto and (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent demonstrating compliance with the covenants contained in Sections 6.13 6.10, 6.11 and 6.14 6.12 and, in the case of a certificate delivered with the financial statements required by paragraph (a) of this Sectionabove, setting forth the Borrower's Holdings’ calculation of Excess Cash Flow; (d) concurrently with any delivery of financial statements under clause (a) above, a certificate of the accounting firm that reported on such statements (which certificate may be limited to accounting matters and disclaim responsibility for legal interpretations) certifying that as of the last day of the immediately preceding fiscal year no Event of Default or Default has occurred with respect to Sections 6.10, 6.11 or 6.12 or, if such an Event of Default or Default has occurred, specifying the extent thereof in reasonable detail; (e) within 90 30 days after the beginning of each fiscal year of CorelHoldings, a detailed consolidated budget for such fiscal year (including a projected consolidated balance sheet and related statements of projected operations and cash flows as of the end of and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budget, it being understood that such budget constitutes Private Lender Information (as such term is defined in the Engagement Letter) and that the Loan Parties do not intend to make such budget, which could be considered material with respect to the Loan Parties for purposes of United States Federal and state securities laws, publicly available; (ef) promptly after the same become publicly available, copies of all periodic and other reports, proxy statements and other materials filed by Corel Holdings, the Borrower or any Subsidiary with the Securities and Exchange Commission, or any Governmental Authority succeeding to any or all of the functions of said Commission, or with any national securities exchange, or distributed to its shareholders, as the case may be; (fg) promptly after the receipt thereof by Holdings or the Borrower or any of their respective subsidiaries, a copy of any “management letter” received by any such Person from its certified public accountants and the management’s response thereto; (h) promptly after the request by any Lender, all documentation and other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable "“know your customer" ” and anti-money laundering rules and regulations, including the USA Patriot PATRIOT Act; and (gi) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of Holdings, the Borrowers Borrower or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) may reasonably request. The Borrower hereby acknowledges and agrees that all financial statements and certificates furnished pursuant to paragraphs (a), (b), (c) and (d) above are hereby deemed to be Borrower Materials suitable for distribution, and to be made available, to Public Lenders as contemplated by the fourth paragraph of Section 9.01 and may be treated by the Administrative Agent and the Lenders as if the same had been marked “PUBLIC” in accordance with such paragraph.

Financial Statements, Reports, etc. In the case The Borrower will maintain, for itself and each Subsidiary, a system of Corelaccounting established and administered in accordance with GAAP or IFRS, as applicable, and will furnish to the Administrative Agent for and each Lender: (a) within 90 days after the end of each of its fiscal yearyears, its audited consolidated balance sheet and related consolidated statements of operationsincome, shareholderschanges in stockholders' equity and cash flows showing the financial condition of Corel and its consolidated Subsidiaries as of the close end of such fiscal year and the results of its operations and the operations of such Subsidiaries during for such fiscal year, together with setting forth in each case in comparative form the figures for the immediately preceding prior fiscal year, all audited by PricewaterhouseCoopers or other independent public accountants of recognized national standing and accompanied by an opinion unqualified (except for qualifications relating to changes in accounting principles or practices reflecting changes in GAAP and required or approved by the Borrower's independent certified public accountants) audit report certified by an independent registered public accounting firm of such accountants (which shall not be qualified in any material respect) nationally recognized standing to the effect that such consolidated financial statements fairly present fairly, in all material respects respects, the financial condition and position, results of operations and cash flows of Corel the Borrower and its consolidated the Consolidated Subsidiaries on a consolidated basis as of the end of and for such year in accordance with GAAP; (b) within 45 days after the end of each of the first three fiscal quarters of each of its fiscal yearyears, its unaudited consolidated balance sheet and related consolidated statements of operations income, changes in stockholders' equity and cash flows showing the financial condition of Corel and its consolidated Subsidiaries as of the close end of such fiscal quarter and the results of its operations and the operations of such Subsidiaries during for such fiscal quarter and the then elapsed portion of the fiscal year, and setting forth in each case in comparative form the figures for the same corresponding period or periods of (or, in the immediately preceding case of the balance sheet, as of the end of) the prior fiscal year, all certified by a Financial Officer of Corel the Borrower as fairly presenting fairly, in all material respects, the financial condition and position, results of operations and cash flows of Corel the Borrower and its consolidated the Consolidated Subsidiaries on a consolidated basis as of the end of and for such fiscal quarter and such portion of the fiscal year in accordance with GAAP, subject to normal year-end audit adjustmentsadjustments and the absence of certain footnotes; (c) concurrently together with any each delivery of financial statements under paragraph clause (a) or (b) of this SectionSection 5.04, a compliance certificate substantially in the form of Exhibit C signed by a Financial Officer of Corel the Borrower, (i) certifying that no Default or Event of as to whether a Default has occurred orand, if such a Default or an Event of Default has occurred, specifying the nature and extent details thereof and any corrective action taken or proposed to be taken with respect thereto and thereto, (ii) setting forth computations in reasonable detail satisfactory to the Administrative Agent reasonably detailed calculations demonstrating compliance with Section 6.07, (iii) stating whether any change in GAAP or in the covenants contained application thereof has occurred since the date of the consolidated balance sheet of the Borrower most recently theretofore delivered under clause (a) or (b) of this Section 5.04 (or, prior to the first such delivery, referred to in Sections 6.13 and 6.14 Section 3.05) and, in if any such change has occurred, specifying the case effect of a certificate delivered with such change on the financial statements (including those for the prior periods) accompanying such certificate, and (iv) certifying that all notices required by paragraph (a) of this Section, setting forth to be provided to the Borrower's calculation of Excess Cash FlowAgent under Sections 5.08 and 5.09 have been provided; (d) as soon as possible and in any event within 90 10 days after any Responsible Officer of the beginning Borrower knows that (i) any Reportable Event has occurred with respect to any Plan, (ii) any Withdrawal Liability has been incurred with respect to any Multiemployer Plan or (iii) the Borrower or any member of each fiscal year the Controlled Group has received any notice concerning the imposition of CorelWithdrawal Liability or a determination that a Multiemployer Plan is, or is expected to be, insolvent or in reorganization within the meaning of Title IV of ERISA or in endangered or critical status within the meaning of Section 305 of ERISA or Section 432 of the Code, a detailed consolidated budget for such fiscal year (including statement, signed by a projected consolidated balance sheet and related statements of projected operations and cash flows as Financial Officer of the end of Borrower, describing such Reportable Event, Withdrawal Liability or notice and for such fiscal year and setting forth the assumptions used for purposes of preparing such budget) and, promptly when available, any significant revisions of such budgetaction which the Borrower proposes to take with respect thereto; (e) promptly after upon the same become publicly availablefurnishing thereof to the shareholders of the Borrower, copies of all periodic financial statements, reports and other reports, proxy statements and other materials filed by Corel or any Subsidiary with any national securities exchange, or distributed to its shareholders, as the case may beso furnished; (f) promptly upon the filing thereof, copies of all registration statements and annual, quarterly, monthly or other regular reports which the Borrower or any Consolidated Subsidiary files with the Securities and Exchange Commission or financial reports material to the interests of the Lenders or to the ability of the Borrower to perform its obligations under the Loan Documents; (g) within 10 days after the end of each calendar month, a certificate signed by a Financial Officer of the Borrower certifying as to the dollar amount of Long-Term Assets Under Management as of the close of business on each Business Day during such month; (h) in the event the dollar amount of Long-Term Assets Under Management as of the close of business on any Business Day changes in a manner that, disregarding the last sentence of the definition of the term "Maximum Availability", would result in a change in the Maximum Availability, no later than 12:00 noon, New York City time, on the first Business Day following the date of such change, a certificate of a Financial Officer of the Borrower notifying the Agent of such change and specifying Long-Term Assets Under Management as of the close of business on such immediately preceding Business Day; (i) upon a reasonable request of the Agent therefor (and, in any event, no later than 12:00 noon, New York City time, on the first Business Day following the day of such request), a certificate signed by a Financial Officer of the Borrower certifying as to the dollar amount of Long-Term Assets Under Management as of the close of business on the Business Day immediately preceding the date of such request; (j) within 60 days after the end of each fiscal quarter of the Borrower, a certificate of a Responsible Officer of the Borrower either (i) setting forth (A) all Equity Interests or Indebtedness owned by any LenderLoan Party, (B) all documentation Intellectual Property owned by any Loan Party, (C) all Mortgaged Property and (D) all commercial tort claims seeking damages of $3,000,000 or more in respect of which a complaint or a counterclaim has been filed by any Loan Party (including a brief description thereof) and that, in each case, (x) if so owned or filed by a Loan Party as of the Restatement Effective Date would have been required to be set forth on the applicable schedule to the Collateral Agreement or to the Perfection Certificate pursuant to the terms thereof and (y) have not been set forth on a certificate previously delivered pursuant to this clause (j), or (ii) certifying that there has been no change (other than any change that could not reasonably be expected to be adverse in any material respect to the creation or perfection of the security interests in the Collateral on the terms and with the priority contemplated by the Security Documents, or otherwise be adverse in any material respect to the interest of the Lenders as secured parties) in the information set forth in the certificate most recently delivered pursuant to this clause (j) or, in the case of the first such certificate delivered after the Restatement Effective Date, the information set forth on the applicable schedule to the Collateral Agreement or to the Perfection Certificate; (k) promptly after ▇▇▇▇▇'▇ or S&P shall have announced a change in the rating or the outlook in effect for the Index Debt, written notice of such change; and (l) such other information that such Lender reasonably requests in order to comply with its ongoing obligations under applicable (including financial information and any information required by the Patriot Act or any other "know your customer" and anti-money laundering rules and or similar laws or regulations, including the USA Patriot Act; and (g) promptly, from time to time, such other information regarding the operations, business affairs and financial condition of the Borrowers or any Subsidiary, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender (acting through the Administrative Agent) may from time to time reasonably request. The financial statements (and the related audit opinions and certifications) required to be delivered by the Borrower pursuant to clauses (a) and (b) of this Section 5.04 and the reports and statements required to be delivered by the Borrower pursuant to clauses (e) and (f) of this Section 5.04 shall be deemed to have been delivered (i) when reports containing such financial statements (and the related audit opinions and certifications) or other materials are posted on the Borrower's website on the internet at ▇▇▇▇://▇▇.▇▇▇▇▇.▇▇▇ (or any successor page identified in a notice given to the Agent and the Lenders) or on the SEC's website on the internet at ▇▇▇.▇▇▇.▇▇▇ and the Borrower has notified the Agent (who in turn shall notify the Lenders) that such reports have been so posted or (ii) when such financial statements, reports or statements are delivered in accordance with Section 9.17(a).